OUTSIDE THE UNITED STATES IN
CONNECTION WITH ANY PURCHASE OF THE EQUITY SECURITIES YOU WISH TO MAKE,
INCLUDING OBTAINING ANY REQUIRED GOVERNMENTAL OR OTHER CONSENTS OR OBSERVING ANY
APPLICABLE FORMALITIES.
FOR RESIDENTS OF AUSTRALIA ONLY
THIS PROSPECTUS HAS BEEN ISSUED TO PRE-DETERMINED EMPLOYEES OF CLEAR CHANNEL
COMMUNICATIONS, INC.. ONLY ("THE NAMED PERSON") BY CC MEDIA HOLDINGS, INC. ("THE
COMPANY"), A DELAWARE CORPORATION. THIS PROSPECTUS DOES NOT CONSTITUTE AN
INVITATION TO APPLY FOR, OR OFFER OF, SECURITIES IN THE COMPANY (OR ANY OTHER
ENTITY) TO ANY OTHER PERSON. THE INVITATION OR OFFER CONTAINED IN THIS
PROSPECTUS MAY BE ACCEPTED ONLY BY THE NAMED PERSON.
THIS PROSPECTUS HAS NOT BEEN LODGED WITH THE AUSTRALIAN SECURITIES AND
INVESTMENTS COMMISSION. THIS PROSPECTUS IS NOT REQUIRED TO, AND DOES NOT,
CONTAIN ALL THE INFORMATION WHICH WOULD BE REQUIRED TO BE INCLUDED IN A
PROSPECTUS OR OTHER DISCLOSURE DOCUMENT, OR A PRODUCT DISCLOSURE STATEMENT,
UNDER THE AUSTRALIAN CORPORATIONS ACT 2001 ("THE CORPORATIONS ACT").
SECONDARY SALE RESTRICTIONS
SECURITIES MUST NOT BE OFFERED FOR SALE, OR INVITATIONS FOR OFFERS TO PURCHASE
SECURITIES ISSUED, UNLESS DISCLOSURE IS NOT REQUIRED UNDER PART 6D.2 OF THE
CORPORATIONS ACT AND A PRODUCT DISCLOSURE STATEMENT IS NOT REQUIRED TO BE GIVEN
UNDER PART 7.9 OF THE CORPORATIONS ACT.
20
APPLYING FOR SECURITIES
TO APPLY FOR SECURITIES PLEASE FOLLOW THE INSTRUCTIONS IN THE ACCOMPANYING
OFFERING DOCUMENTATION . IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD
TAKE YOU SHOULD CONSIDER OBTAINING ADVICE FROM AN INDEPENDENT PERSON WHO IS
LICENSED BY THE AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION TO GIVE SUCH
ADVICE.
GENERAL
NO REPRESENTATION IS MADE OR WARRANTY GIVEN THAT THE PROSPECTUS IS A COMPLETE OR
ACCURATE STATEMENT OF INFORMATION WHICH MAY BE NEEDED TO MAKE AN INVESTMENT
DECISION. THE COMPANY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL
RESPONSIBILITY FOR LOSS OR DAMAGE WHICH MAY BE SUFFERED BY ANY PERSON DIRECTLY
OR INDIRECTLY THROUGH RELYING UPON THIS PROSPECTUS, WHETHER THAT LOSS OR DAMAGE
IS CAUSED BY ANY FAULT OR NEGLIGENCE ON THE PART OF THE COMPANY, OR OTHERWISE.
THE RECIPIENT OF THIS PROSPECTUS SHOULD RELY UPON THEIR OWN INQUIRIES AND OBTAIN
INDEPENDENT LEGAL, FINANCIAL AND TAXATION ADVICE RELEVANT TO PARTICIPATION IN A
FOREIGN CORPORATION OF THE TYPE INVOLVED, PRIOR TO MAKING ANY INVESTMENT
DECISION. NOTHING IN THE MEMORANDUM IS, OR MAY BE RELIED UPON AS, A PROMISE OR A
REPRESENTATION OR A WARRANTY AS TO ANY FUTURE MATTER.
YOUR INVESTMENT IN THE COMPANY IS SUBJECT TO INVESTMENT AND OTHER RISKS,
INCLUDING POSSIBLE DELAYS IN REPAYMENT AND LOSS OF INCOME AND PRINCIPAL
INVESTED. THE COMPANY DOES NOT GUARANTEE ITS PERFORMANCE, THE REPAYMENT OF
CAPITAL OR ANY PARTICULAR RATE OF RETURN. THE COMPANY IS NOT AN AUTHORISED
DEPOSIT-TAKING INSTITUTION REGULATED BY THE AUSTRALIAN PRUDENTIAL REGULATION
AUTHORITY. INVESTMENTS IN SHARES IN OR STOCK OF THE COMPANY DO NOT REPRESENT
DEPOSITS WITH OR OTHER LIABILITIES OF THE COMPANY.
SECONDARY SALE RESTRICTIONS
SECURITIES MUST NOT BE OFFERED FOR SALE, OR INVITATIONS FOR OFFERS TO PURCHASE
SECURITIES ISSUED, UNLESS DISCLOSURE IS NOT REQUIRED UNDER PART