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 March 31, 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 May 8,  1998,  31,214,435  shares of  Common  Stock,  excluding  3,433,295
treasury  shares,  were  outstanding  and  351,733  shares of Class B Stock were
outstanding.


                                        1

<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                                                 9

            SIGNATURES                                                     10


















                                        2

<PAGE>


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

                                                                                 March 31,            December 31,
                                                                                   1998                  1997
                                                                                 ---------            ------------
                                     ASSETS
                                     ------
CURRENT ASSETS:
  Cash and cash equivalents                                                      $  4,662               $  2,763
  Accounts receivable, net of allowance for doubtful accounts
     of $2,765 (1998) and $2,907 (1997)                                            51,964                 67,765
  Other current assets                                                              7,555                  7,405
                                                                                 --------               --------
                 Total Current Assets                                              64,181                 77,933
PROPERTY AND EQUIPMENT, NET                                                        15,262                 15,516
INTANGIBLE ASSETS, NET                                                            201,864                204,339
DEFERRED TAXES                                                                     28,722                 28,722
OTHER ASSETS                                                                        9,006                  9,340
                                                                                 --------               --------
                   TOTAL ASSETS                                                  $319,035               $335,850
                                                                                 ========               ========

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

CURRENT LIABILITIES:
  Accounts payable                                                               $ 25,548               $ 24,412
  Accrued expenses and other liabilities                                           36,300                 41,341
                                                                                 --------               --------
                 Total Current Liabilities                                         61,848                 65,753
LONG-TERM DEBT                                                                    107,000                115,000
DEFERRED TAXES                                                                     18,155                 18,155
OTHER LIABILITIES                                                                  12,239                 12,264
                                                                                 --------               --------
                   TOTAL LIABILITIES                                              199,242                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, 34,646,730 (1998) and 34,639,730 (1997)                                  347                    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                                                      201,832               201,759
  Accumulated deficit                                                            (11,854)              (11,903)
                                                                                 --------              --------
                                                                                  190,329               190,207
  Less treasury stock, at cost; 3,433,295 (1998) and 3,272,295 (1997) shares     (70,536)              (65,529)
                                                                                 --------              --------
                   TOTAL SHAREHOLDERS' EQUITY                                     119,793               124,678
                                                                                 --------              --------
                   TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                    $319,035              $335,850
                                                                                 ========              ========
</TABLE>




          See accompanying notes to consolidated financial statements.
                                      - 3 -






<PAGE>


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


<S>                                                      <C>              <C> 

                                                           Three Months Ended
                                                                March 31,
                                                           --------------------
                                                           1998            1997

GROSS REVENUES                                            $61,059        $48,006
 Less Agency Commissions                                    7,719          6,545
                                                          -------        -------
NET REVENUES                                               53,340         41,461
                                                          -------        -------
Operating Costs and Expenses Excluding
 Depreciation and Amortization                             46,833         34,520
Depreciation and Amortization                               3,435          2,848
Corporate General and Administrative Expenses               1,090          1,335
                                                          -------        -------
                                                           51,358         38,703
                                                          -------        -------
OPERATING INCOME                                            1,982          2,758
Interest Expense                                            2,079          2,250
Other Income                                                (178)           (50)
                                                          -------        -------
INCOME BEFORE INCOME TAXES                                     81            558
INCOME TAXES                                                   32             54
                                                          -------        -------

NET INCOME                                                    $49           $504
                                                          =======        =======

NET INCOME PER SHARE:
 BASIC                                                     $  .00         $  .02
                                                          =======        =======
 DILUTED                                                   $  .00         $  .02
                                                          =======        =======

WEIGHTED AVERAGE SHARES OUTSTANDING:
 BASIC                                                     31,664         30,185
                                                          =======        =======
 DILUTED                                                   35,251         33,623
                                                          =======        =======

</TABLE>

          See accompanying notes to consolidated financial statements.
                                      - 4 -






<PAGE>


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

                                                                                     Three Months Ended
                                                                                          March 31,
                                                                                   ----------------------
<S>                                                                                <C>               <C> 
                                                                                   1998              1997

CASH FLOW FROM OPERATING ACTIVITIES:
  Net income                                                                          $49            $504
  Adjustments to reconcile net income to net cash provided by
     operating activities:
        Depreciation and amortization                                               3,435           2,848
        Other                                                                          78              85
                                                                                 --------        --------
                                                                                    3,562           3,437
        Changes in assets and liabilities:
           Decrease in accounts receivable                                         15,801           2,063
           Increase in prepaid assets                                               (150)           (214)
           Decrease in accounts payable and accrued liabilities                   (2,825)         (2,255)
                                                                                 --------        --------
                   Net Cash Provided By Operating Activities                       16,388           3,031
                                                                                 --------        --------
CASH FLOW FROM INVESTING ACTIVITIES:
  Acquisition of companies and other                                              (1,316)           (901)
  Capital expenditures                                                              (239)           (523)
                                                                                 --------        --------
                   Net Cash Used For Investing Activities                         (1,555)         (1,424)
                                                                                 --------        --------
                   CASH PROVIDED BEFORE FINANCING ACTIVITIES                       14,833           1,607
                                                                                 --------        --------
CASH FLOW FROM FINANCING ACTIVITIES:
  Borrowings (repayments) under debt arrangements                                 (8,000)             -
  Issuance of common stock                                                             73             164
  Repurchase of common stock                                                      (5,007)         (4,238)
                                                                                 --------        --------
                   NET CASH (USED IN) FROM FINANCING ACTIVITIES                  (12,934)         (4,074)
                                                                                 --------        --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                1,899         (2,467)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                    2,763           2,655
                                                                                 --------        --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                         $4,662            $188
                                                                                 ========        ========

</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 March 31, 1998, the
consolidated  statements of operations and the  consolidated  statements of cash
flows for the three month periods ended March 31, 1998 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:

                                             March 31,
                                      ----------------------
                                      1998              1997
                                      ----              ----
              Warrants               2,719             3,008
              Options                  873               430


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

         At March 31, 1998 the Company had  outstanding  borrowings  of $107,000
under its bank revolving credit facility and available borrowings of $43,000.


NOTE 4 - Subsequent Event:
--------------------------

         On May 7, 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.

                                        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,  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 MARCH 31, 1998 COMPARED
  WITH THREE MONTHS ENDED MARCH 31, 1997
------------------------------------------

         Westwood One derives  substantially all of its revenue from the sale of
advertising  time to  advertisers.  Net revenue,  which is seasonally low in the
Company's first fiscal quarter, increased 29% to $53,340 in the first quarter of
1998 from  $41,461 in the  comparable  prior year  quarter.  The increase in net
revenue  was  primarily  due to the  CBS  Representation  Agreement  and  higher
revenues  from  Shadow  Traffic,  partially  offset  by  lower  revenues  at the
Company's  existing  programs.  The  revenues in the first  quarter of 1998 were
adversely  affected by the  addition of a new  competitor  in the network  radio
industry.

         Operating costs and expenses  excluding  depreciation  and amortization
increased  36% to $46,833 in the first quarter of 1998 from $34,520 in the first
quarter of 1997. The increase was primarily  attributable to expenses associated
with the CBS Representation Agreement.

         Depreciation  and  amortization was $3,435 in the first quarter of 1998
as compared  to $2,848 in the first  quarter of 1997 due  principally  to higher
depreciation and amortization as a result of the CBS Representation Agreement.

         Corporate  administrative expenses decreased 18% to $1,090 in the first
quarter of 1998 from  $1,335 in the first  quarter  of 1997.  The  decrease  was
primarily attributable to lower compensation expense.

         Operating  income  decreased 28% to $1,982 in the first quarter of 1998
from $2,758 in the first quarter of 1997,  primarily due to higher  depreciation
and amortization expense.

         Interest  expense  decreased 8% to $2,079 in the first  quarter of 1998
from $2,250 in 1997.  The decrease is  principally  attributable  to higher debt
levels in 1997's first quarter.

         The  effective  income  tax  rate in the  first  quarter  of  1998  was
approximately  40% as  compared  to the  1997  effective  tax  rate of 10%.  The
effective tax rate was lower in prior periods as a result of the  utilization of
net operating loss carryforwards.

         Net  income in the first  quarter of 1998 was $49 as  compared  to $504
($.02 per share) in the first quarter of 1997.



                                        7

<PAGE>



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

         At March 31, 1998, the Company's cash and cash equivalents were $4,662,
an increase of $1,899 from December 31, 1997.

         For the three months ended March 31, 1998 versus the  comparable  prior
year period, net cash from operating activities  increased $13,357,  principally
as a result of lower working capital requirements.

         At March 31, 1998,  the Company had available  borrowings of $43,000 on
its  revolving  credit  facility.  The  Company has used its  available  cash to
repurchase  its  Common  Stock.  In the  first  quarter  of  1998,  the  Company
repurchased 161 shares of Common Stock at a cost of $5,007.

         On May 7, 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 $20 million plus
the assumption of certain  obligations.  The  acquisition  was financed from the
Company's available bank borrowings.





                                        8

<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 March 31, 1998.



                                        9

<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: May 13, 1998




                                       10