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, 2000                  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.)



                40 WEST 57TH STREET, 5TH FLOOR, NEW YORK, NEW YORK
                --------------------------------------------------
                  10019 (Address of principal executive offices
                                  and zip code)


       Registrant's telephone number, including area code: (212) 641-2000




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 1,  2000,  111,269,540  shares of Common  Stock  were  outstanding,
excluding treasury shares, and 703,466 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)

<TABLE>
<CAPTION>
                                                                                     June 30,            December 31,
                                                                                      2000                  1999
                                                                                      ----                  ----
                                                 ASSETS
                                                 ------
     <S>                                                                           <C>                   <C>
     CURRENT ASSETS:
     Cash and cash equivalents                                                    $  12,876              $ 10,626
     Accounts receivable, net of allowance for doubtful accounts
       of $8,443 (2000) and $7,714 (1999)                                           123,397               145,833
     Other current assets                                                             9,916                12,800
                                                                                   --------              --------
                     Total Current Assets                                           146,189               169,259
     PROPERTY AND EQUIPMENT, NET                                                     53,994                55,957
     INTANGIBLE ASSETS, NET                                                       1,056,160             1,078,587
        OTHER ASSETS                                                                 20,823                31,085
                                                                                  ---------             ---------
                        TOTAL ASSETS                                             $1,277,166            $1,334,888
                                                                                 ==========            ==========


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

     CURRENT LIABILITIES:
      Accounts payable                                                            $ 35,172             $  32,121
      Current maturity of long-term debt                                            10,000                10,000
      Other accrued expenses and liabilities                                        91,003                85,884
                                                                                  --------             ---------
                     Total Current Liabilities                                     136,175               128,005
      LONG-TERM DEBT                                                               112,000               158,000
     OTHER LIABILITIES                                                              24,748                29,108
                                                                                  --------             ---------
                     TOTAL LIABILITIES                                             272,923               315,113
                                                                                  --------             ---------
     COMMITMENTS AND CONTINGENCIES                                                     -                     -
     SHAREHOLDERS' EQUITY
      Preferred stock: authorized 10,000,000 shares, none outstanding                  -                     -
      Common stock, $.01 par value: authorized, 300,000 shares;
       issued 128,802 (2000) and 127,898 (1999)                                     1,288                 1,280
      Class B stock, $.01 par value: authorized, 3,000 shares:
       issued 703 (2000 and 1999)                                                       7                     7
      Additional paid-in capital                                                 1,179,286             1,171,370
      Accumulated earnings                                                          38,987                24,387
      Accumulated other comprehensive income (loss)                                   (780)                7,862
                                                                                 ---------             ---------
                                                                                 1,218,788             1,204,906
      Less treasury stock, at cost; 17,314 (2000) and 16,421 (1999) shares        (214,545)             (185,131)
                                                                                 ---------             ---------
                     TOTAL SHAREHOLDERS' EQUITY                                  1,004,243             1,019,775
                                                                                 ---------             ---------
                     TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                 $1,277,166            $1,334,888
                                                                                ==========            ==========
</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,
                                                                                  -----------------            ----------------
                                                                                    2000        1999           2000       1999
                                                                                    ----        ----           ----       ----
<S>                                                                                 <C>        <C>            <C>        <C>

GROSS REVENUES                                                                      $159,176   % 76,591        $302,974    $144,336
  Less Agency Commissions                                                             22,675     10,238          44,371      19,465
                                                                                   ---------    -------         -------     -------
NET REVENUES                                                                         136,501     66,353         258,603     124,871
                                                                                   ---------    -------         -------     -------
Operating Costs and Expenses Excluding
  Depreciation and Amortization                                                       91,311     49,148         183,655     100,268
Depreciation and Amortization                                                         15,628      4,725          31,123       9,293
Corporate General and Administrative Expenses                                          2,068      1,002           4,084       2,195
                                                                                   ---------    -------         -------     -------
                                                                                     109,007     54,875         218,862     111,756
                                                                                   ---------    -------         -------     -------
OPERATING INCOME                                                                      27,494     11,478          39,741      13,115
Interest Expense                                                                       2,382       ,943           5,126       5,954
Other Income                                                                            (168)      (128)           (372)       (319)
                                                                                   ---------     ------         -------     -------
INCOME BEFORE INCOME TAXES                                                            25,280      8,663          34,987       7,480
INCOME TAXES                                                                          14,636      3,820          20,387       3,299
                                                                                   ---------     ------         -------     -------

NET INCOME                                                                           $10,644     $4,843         $14,600      $4,181
                                                                                     =======     ======         =======      ======

NET INCOME PER SHARE:
   BASIC                                                                               $ .10      $ .09           $ .13       $ .07
                                                                                     =======     ======         =======      ======
   DILUTED                                                                             $ .09      $ .07           $ .12       $ .06
                                                                                     =======     ======         =======      ======

WEIGHTED AVERAGE SHARES OUTSTANDING:
   BASIC                                                                             111,979     56,658         112,067      56,598
                                                                                     =======     ======         =======      ======
   DILUTED                                                                           118,058     65,580         118,192      64,710
                                                                                     =======     ======         =======      ======

</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,
                                                                                                  --------
                                                                                               2000       1999
                                                                                               ----       ----
<S>                                                                                            <C>        <C>
CASH FLOW FROM OPERATING ACTIVITIES:
  Net income                                                                                  $14,600     $ 4,181
  Adjustments to reconcile net income to net cash provided by
     operating activities:
        Depreciation and amortization                                                         $31,123       9,293
        Other                                                                                   3,175       2,782
                                                                                              -------      ------
                                                                                               48,898      16,256
        Changes in assets and liabilities:
           Decrease in accounts receivable                                                     22,521      10,430
           Decrease  in other assets                                                            2,890          98
           Increase (Decrease) in accounts payable and accrued liabilities                     12,475      (4,380)
                                                                                              -------     -------
                  Net Cash Provided By Operating Activities                                    86,784      22,404
                                                                                              -------     -------
CASH FLOW FROM INVESTING ACTIVITIES:
  Acquisition of companies and other                                                          10,519)     (10,263)
  Capital expenditures                                                                        (4,866)      (1,098)
                                                                                             -------      -------
                  Net Cash Used For Investing Activities                                     (15,385)     (11,361)
                                                                                             -------      -------
                  CASH PROVIDED BEFORE FINANCING ACTIVITIES                                   71,399       11,043
                                                                                             -------      -------
CASH FLOW FROM FINANCING ACTIVITIES:
  Issuance of common stock                                                                     7,924        1,727
  Debt repayments and payments of capital lease obligations                                  (47,659)      (4,534)
  Repurchase of common stock                                                                 (29,414)     (10,528)
                                                                                             -------      -------
                              NET CASH (USED IN) FINANCING ACTIVITIES                        (69,149)     (13,335)
                                                                                             -------      -------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                           2,250       (2,292)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                              10,626        2,549
                                                                                             -------      -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                   $12,876         $257
                                                                                             =======      =======

</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, 2000, the
consolidated  statements of operations for the three and six month periods ended
June 30, 2000 and 1999 and the consolidated statements of cash flows for the six
months  ended  June  30,  2000 and 1999 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.

         Total  comprehensive  income (loss) for the Company includes net income
and other  comprehensive  income items including  unrealized loss on securities.
Comprehensive income is as follows:
<TABLE>
<CAPTION>

                                                     Three Months Ended         Six Months Ended
                                                          June 30,                   June 30,
                                                    -------------------         ----------------
                                                     2000          1999         2000        1999
                                                     ----          ----         ----        ----
<S>                                                  <C>           <C>          <C>        <C>
Net Income                                           $10,644       $ 4,843      $14,600     $ 4,181
Unrealized loss on securities, net of tax             (5,027)            -       (8,642)          -
                                                      ------        ------       ------      ------

Comprehensive income                                 $ 5,617       $ 4,843      $ 5,958     $ 4,181
                                                     =======       =======      =======     =======
</TABLE>

NOTE 2 - Reclassification:
--------------------------

         Certain prior period amounts have been  reclassified  to conform to the
current presentation.

NOTE 3 - 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:

<PAGE>

<TABLE>
<CAPTION>
                           Three Months Ended             Six Months Ended
                                June 30,                      June 30,
                           ------------------             ----------------
                           2000          1999             2000        1999
                           ----          ----             ----        ----
<S>                        <C>           <C>              <C>         <C>

Warrants                   1,593         6,911            1,590       6,488
Options                    4,486         2,011            4,535       1,624

</TABLE>

NOTE 4 - Debt:
-------------

     At June 30, 2000 the Company had  outstanding  borrowings of $122,000 under
its bank revolving credit facility and available borrowings of $56,000.

NOTE 5 - Acquisitions:
----------------------

         On  September  22,  1999  the  Company  acquired  all  the  issued  and
outstanding  common and preferred  stock of Metro Networks,  Inc.  ("Metro") for
approximately $953,434. The acquisition was accounted for as a purchase with the
excess of the  purchase  price over the fair  value of the net  assets  acquired
being amortized over 25 years.

         The unaudited pro forma combined  historical  results,  as if Metro had
been acquired on January 1, 1999 are estimated as follows:

<TABLE>
<CAPTION>
                          Three Months Ended                Six Months Ended
                              June 30,                          June 30,
                          ------------------                ----------------

                          2000          1999                2000        1999
                          ----          ----                ----        ----
<S>                      <C>            <C>                 <C>         <C>

Net Revenues             $136,501       $115,692            $258,603    $216,218
Net Income                 10,644          2,234              14,600       1,205
Net Income Per Share:
       Basic                 $.10           $.02                $.13        $.01
       Diluted                .09            .02                 .12         .01
</TABLE>

         This pro forma  financial  information  is  presented  for  comparative
purposes only and is not  necessarily  indicative of the operating  results that
actually  would have  occurred had the Metro  acquisition  been  consummated  on
January 1, 1999. In addition,  these results are not intended to be a projection
of future  results and do not reflect any synergies  that might be achieved from
combined operations.

         On June 12, 2000 the Company  entered  into a  definitive  agreement to
purchase the operating assets of SmartRoute Systems for approximately $25,000 in
cash and the assumption of certain  obligations.  The purchase is expected to be
completed in the third quarter of 2000.

NOTE 6 - Stock Split:
---------------------

         In March 2000, the Company's  shareholders  approved an increase in the
number of  authorized  shares of common  stock from  117,000 to 300,000  and the
Company subsequently  effected a two-for-one stock split of its Common Stock and
Class B Stock.  All  references  to Common Stock,  Class B Stock,  common shares
outstanding,  weighted  average shares  outstanding,  and per share amounts have
been restated to give retroactive effect to the stock split.


<PAGE>





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


         All  references  to  Common  Stock,  Class  B.  Stock,   common  shares
outstanding, weighted average shares outstanding and per share amounts have been
restated to give  retroactive  effect to the two-for-one  split of the Company's
Common Stock and Class B Stock which was paid to shareholders in March 2000.

         On  September  22,  1999 the  Company  completed  its merger with Metro
Networks,  Inc.  ("Metro").  The results of operations for Metro are included in
the  consolidated  financial  statements  of the  Company  from  the date of the
merger.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2000 COMPARED
WITH THREE MONTHS ENDED JUNE 30, 1999
-------------------------------------

         Westwood One derives  substantially all of its revenue from the sale of
advertising  time to advertisers.  Net revenue  increased  $70,148,  or 106%, to
$136,501 in the second quarter of 2000 from $66,353 in the comparable prior year
quarter. The increase in net revenue was due to record revenues at the Company's
network and traffic operations as well as the Company's acquisition of Metro. On
a pro forma basis,  assuming the acquisition of Metro had occurred as of January
1 1999,  net  revenue  for the second  quarter of 2000 would have  increased  by
approximately 18%.

     Operating  costs  and  expenses  excluding  depreciation  and  amortization
increased $42,163, or 86%, to $91,311 in the second quarter of 2000 from $49,148
in  the  second  quarter  of  1999.  The  increase  was  principally  due to the
acquisition of Metro.

         Depreciation and amortization  increased $10,903, or 231% to $15,628 in
the second  quarter of 2000 as compared to $4,725 in the second  quarter of 1999
due  principally  to the  amortization  of  goodwill  resulting  from the  Metro
acquisition.

         Corporate  general and  administrative  expenses  increased  $1,066, or
106%, to $2,068 in the second quarter of 2000 from $1,002 in the comparable 1999
quarter.  The  increase  is  principally  attributable  to  higher  compensation
expense.

         Operating income increased  $16,016,  or 140%, to $27,494 in the second
quarter  of 2000  from  $11,478  in the  second  quarter  of 1999 due to  higher
revenues from the Company's  operations  partially offset by higher depreciation
and amortization.

         Interest expense  decreased 19% to $2,382 in the second quarter of 2000
from $2,943 in 1999.  The  decrease is  principally  attributable  to lower debt
levels partially offset by higher interest rates.

<PAGE>

         Income  taxes  increased  $10,816,  or 283%,  to  $14,636 in the second
quarter  of 2000 from  $3,820  in the  second  quarter  of 1999.  The  Company's
effective  income  tax rate in the first half of 2000 is  approximately  58% due
principally to non-deductible goodwill amortization from the Metro acquisition.

         Net income increased  $5,801, or 120%, to $10,644 ($.10 per basic share
and $.09 per diluted  share) in the second quarter of 2000 from $4,843 ($.09 per
basic share and $.07 per diluted share) in the second quarter of 1999.

         Weighted  average shares  outstanding used to compute basic and diluted
earnings per share increased to 111,979 and 118,058, respectively, in the second
quarter of 2000 as compared to 56,658 and 65,580 in the second  quarter of 1999.
The increase is attributable  to stock issued as part of the Metro  acquisition,
partially offset by stock repurchases.

SIX MONTHS ENDED JUNE 30, 2000 COMPARED
WITH SIX MONTHS ENDED JUNE 30, 1999
-----------------------------------

         Net revenue for the first half of 2000  increased 107% to $258,603 from
$124,871  in the first half of 1999.  The  increase  in net revenue was due to a
strong advertising  environment  benefiting the Company's  operations as well as
the  Company's  acquisition  of  Metro.  On a  pro  forma  basis,  assuming  the
acquisition  of Metro had  occurred  as of January 1, 1999,  net revenue for the
first half of 2000 would have increased by approximately 20%.

         Operating  costs and  expenses  increased  83% to $183,655 in the first
half of 2000 from  $100,268 in the  comparable  1999  period.  The  increase was
primarily attributable to the acquisition of Metro.

         Depreciation  and  amortization  increased 235% to $31,123 in the first
half of 2000 as  compared to $9,293 in the first half of 1999.  The  increase is
principally  attributable to depreciation and amortization  related to the Metro
acquisition.

         Interest expense decreased 14% to $5,126 in the first half of 2000 from
$5,954 in the  comparable  1999  period.  The  decrease  results from lower debt
levels  partially offset by the impact of higher interest rates in the Company's
second quarter.

         Net income increased 249% to $14,600 ($.13 per basic share and $.12 per
diluted  share) in the first half of 2000 from $4,181  ($.07 per basic share and
$.06 per diluted share) in the comparable 1999 period.

         Weighted  average shares  outstanding used to compute basic and diluted
earnings per share increased to 112,067 and 118,192,  respectively, in the first
six  months of 2000 as  compared  to 56,598 and  64,710 in the  comparable  1999
period.  The  increase  is  attributable  to stock  issued  as part of the Metro
acquisition, partially offset by stock repurchases.

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

         At June 30, 2000, the Company's cash and cash equivalents were $12,876,
an increase of $2,250 from December 31, 1999.

<PAGE>
         For the six months ended June 30, 2000,  net cash provided by operating
activities  was $86,784 as compared to $22,404 for the six months ended June 30,
1999 an increase of $64,380.  The cash flow from operations was principally used
to fund the Company's stock buy-back program and to reduce debt.

         At June 30,  2000,  the Company had  available  borrowings  of
$56,000 on its revolving credit facility. Pursuant to the terms of the facility,
the  amount  of  available  borrowings  declines  by  $3,000  at the end of each
quarter.  In addition,  the Company is required to repay its term loan by $2,500
per  quarter in 2000.  On June 12, 2000 the Company  entered  into a  definitive
agreement  to  purchase  the  operating   assets  of   SmartRoute   Systems  for
approximately  $25,000 in cash and the  assumption of certain  obligations.  The
purchase  will be paid  through  the  utilization  of  available  cash  and bank
borrowings.

         The Company has used its available  cash to repurchase its Common Stock
and repay debt.  In the first six months of 2000,  the Company  repurchased  893
shares of Common Stock at a cost of $29,414.  From July 1 through July 31, 2000,
the Company  repurchased  an additional  446 shares of Common Stock at a cost of
approximately $13,607.




<PAGE>


                            PART II OTHER INFORMATION

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

         These items are not applicable.

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

(a)      The Annual Meeting of Shareholders of the Company was held on June 15,
         2000.

(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 Class II
         directors, for which holders of Common Stock voted along):

         1)       Election of Class II Directors:

                      Farid Suleman       David Dennis   Maria D. Hummer
                      -------------       ------------   ---------------

         FOR            117,888,690         82,716,540        82,764,183
         WITHHELD         2,129,302          2,128,752         2,081,109

2)       Ratification  of the  selection  of  Pricewaterhouse  Coopers LLP as
         the  independent  accountants  of the Company for fiscal 2000.

         FOR               119,976,564
         AGAINST                 6,665
         ABSTAIN                34,763

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, 2000.


<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: /S/FARID SULEMAN
                                                         -----------------------
                                                         FARID SULEMAN
                                                         Chief Financial Officer






                                                          Dated: August __, 2000























                                       12