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                                                                   EXHIBIT 3.116
                               STATE OF DELAWARE

                        OFFICE OF THE SECRETARY OF STATE    PAGE 1

                        --------------------------------



     I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY 
CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF 
INCORPORATION OF "KATZ CABLE CORPORATION", FILED IN THIS OFFICE ON THE 
THIRTIETH DAY OF DECEMBER, A.D. 1994, AT 1:30 O'CLOCK P.M. 





                                             /s/ EDWARD J. FREEL
                             [SEAL]          -----------------------------------
                                             Edward J. Freel, Secretary of State

                                             AUTHENTICATION: 9386132

                                                       DATE: 11-04-98
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                          CERTIFICATE OF INCORPORATION

                                       OF

                             KATZ CABLE CORPORATION

                                   * * * * *

     FIRST: The name of the Corporation is Katz Cable Corporation.

     SECOND: The address of its registered office in the State of Delaware is 
Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New 
Castle, Delaware 19801. The name of its registered agent at such address is The 
Corporation Trust Company.

     THIRD: The purpose of the Corporation is to engage in any lawful act or 
activity for which corporations may be organized under the General Corporation 
Law of the State of Delaware as the same exists or may hereafter be amended 
("Delaware Law").

     FOURTH: The total number of shares of stock which the Corporation shall 
have authority to issue is 100, and the par value of each such share is $1.00, 
amounting in the aggregate to $100.

     FIFTH: The name and mailing address of the incorporator are:

     Name                       Mailing Address
     ----                       ---------------

  Patricia Long                 Davis Polk & Wardwell
                                450 Lexington Avenue
                                New York, New York 10017

The power of the incorporator as such shall terminate upon the filing of this 
Certificate of Incorporation.



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     SIXTH:  The names and mailing addresses of the persons who are to serve as 
directors until the first annual meeting of stockholders or until their 
successors are elected and qualified are:

<TABLE>
<CAPTION>

     Name                                         Mailing Address
     ----                                         ---------------
<S>                                               <C>
Thomas J. Barry                                   140 Broadway
                                                  New York, NY 10005

David M. Wittels                                  140 Broadway
                                                  New York, NY 10005
</TABLE>

     SEVENTH:  The Board of Directors shall have the power to adopt, amend or 
repeal the bylaws of the Corporation.

     EIGHTH:  Election of directors need not be by written ballot unless the 
bylaws of the Corporation so provide.

     NINTH:  (1) A director of the Corporation shall not be liable to the 
Corporation or its stockholders for monetary damages for breach of fiduciary 
duty as a director to the fullest extent permitted by Delaware Law.

     (2)(a)  Each person (and the heirs, executors or administrators of such 
person) who was or is a party or is threatened to be made a party to, or is 
involved in any threatened, pending or completed action, suit or proceeding, 
whether civil, criminal, administrative or investigative, by reason of the fact 
that such person is or was a director or officer of the Corporation or is or 
was serving at the request of the Corporation as a director or officer of 
another corporation, partnership, joint venture, trust or other enterprise, 
shall be indemnified and held harmless by the Corporation to the fullest extent 
permitted by Delaware Law. The right to indemnification conferred in this 
ARTICLE NINTH shall also include the right to be paid by the Corporation the 
expenses incurred in connection with any such proceeding in advance of its 
final disposition to the fullest extent authorized by Delaware Law. The right 
to indemnification conferred in this ARTICLE NINTH shall be a contract right.

     (b) The Corporation may, by action of its Board of Directors, provide 
indemnification to such of the [officers,] employees and agents of the 
Corporation to such extent and to such effect as the Board of Directors shall 
determine to be appropriate and authorized by Delaware Law.


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     (3) The Corporation shall have power to purchase and maintain insurance on 
behalf of any person who is or was a director, officer, employee or agent of 
the Corporation, or is or was serving at the request of the Corporation as a 
director, officer, employee or agent of another corporation, partnership, joint 
venture, trust or other enterprise against any expense, liability or loss 
incurred by such person in any such capacity or arising out of his status as 
such, whether or not the Corporation would have the power to indemnify him 
against such liability under Delaware Law.

     (4) The rights and authority conferred in this ARTICLE NINTH shall not be 
exclusive of any other right which any person may otherwise have or hereafter 
acquire.

     (5) Neither the amendment nor repeal of this ARTICLE NINTH, nor the 
adoption of any provision of this Certificate of Incorporation or the bylaws of 
the Corporation, nor, to the fullest extent permitted by Delaware Law, any 
modification of law, shall eliminate or reduce the effect of this ARTICLE NINTH 
in respect of any acts or omissions occurring prior to such amendment, repeal, 
adoption or modification.

     TENTH: The Corporation reserves the right to amend this Certificate of 
Incorporation in any manner permitted by Delaware Law and, with the sole 
exception of those rights and powers conferred under the above ARTICLE NINTH, 
all rights and powers conferred herein on stockholders, directors and officers, 
if any, are subject to this reserved power.






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     IN WITNESS WHEREOF, I have hereunto signed my name this 28th day of 
December, 1994.

                                        /s/ PATRICIA LONG
                                        -----------------------
                                        Patricia Long



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