SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* LEE THOMAS H ADVISORS LLC (Last) (First) (Middle) C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/30/2008	3. Issuer Name and Ticker or Trading Symbol C C Media Holdings Inc [ CCMOV ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock, $0.001 par value per share	( 1 )	( 1 )	Class A Common Stock	277,778 ( 2 )	( 1 )	I ( 2 ) ( 3 )	See Footnote ( 3 )
Class C Common Stock, $0.001 par value per share	( 1 )	( 1 )	Class A Common Stock	29,483,751 ( 4 )	( 1 )	I ( 4 ) ( 5 ) ( 6 )	See Footnotes ( 5 ) ( 6 )

1. Name and Address of Reporting Person* LEE THOMAS H ADVISORS LLC (Last) (First) (Middle) C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip)

1. Name and Address of Reporting Person* CC CAPITAL V MANAGER, LLC (Last) (First) (Middle) C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET (Street) BOSTON MA 02110 (City) (State) (Zip)

1. Name and Address of Reporting Person* Clear Channel Capital V, L.P. (Last) (First) (Middle) C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET (Street) BOSTON MA 02110 (City) (State) (Zip)

Explanation of Responses:

1. Subject to certain limitations set forth in the certificate of incorporation of CC Media Holdings, Inc., each share of Class B Common Stock and Class C Common Stock is convertible, at the election of the holder thereof, into one share of Class A Common Stock at any time.

2. Represents 277,778 shares held by Clear Channel Capital IV, LLC ("CC IV") out of the total of 555,556 shares of Class B Common Stock held by CC IV.

3. Thomas H. Lee Advisors, LLC ("THLA") is the general partner of Thomas H. Lee Partners, L.P. ("THLP"), which is the sole member of THL Equity Advisors VI, LLC ("THL Advisors"), which is the general partner of Thomas H. Lee Equity Fund VI, L.P. (the "THL Fund"), which holds 50% of the limited liability company interests in CC IV. By virtue of these relationships, each of THLA, THLP, THL Advisors and the THL Fund may be deemed to share voting and dispositive power with respect to the 555,556 shares of Class B Common Stock held by CC IV. Each of THLA, THLP, THL Advisors and the THL Fund expressly disclaims beneficial ownership of any securities owned beneficially or of record by any person or persons other than itself for purposes of Section 13(d)(3) and Rule 13d-3 of the Securities Exchange Act of 1934 and expressly disclaims beneficial ownership of any such securities except to the extent of its pecuniary interest therein.

4. Represents 29,483,751 shares held by Clear Channel Capital V, L.P. ("CC V") out of the total of 58,967,502 shares of Class C Common Stock held by CC V.

5. THLA is the general partner of THLP, which is a sole member of THL Advisors, which is the general partner of each of the THL Fund and THL Equity Fund VI Investors (Clear Channel), L.P. (the "THL Investors Fund"). The THL Fund and the THL Investors Fund collectively hold 50% of the limited partnership interests in CC V. THL Advisors also holds 50% of the limited liability company interests in CC Capital V Manager ("CC V Manager"), which is the general partner of CC V. THLP is also the general partner of each of THL Coinvestment Partners, L.P. ("THL Coinvestment") and THL Operating Partners, L.P. ("THL Operating") and THL Advisors is also the general partner of each of Thomas H. Lee Parallel Fund VI, L.P. ("THL Parallel") and (Continued Footnote 6)

6. Thomas H. Lee Parallel (DT) Fund VI, L.P. ("THL Parallel DT"), each of which entities is a limited partner in the THL Investors Fund. By virtue of these relationships, each of THLA, THLP, THL Advisors, the THL Fund, the THL Investors Fund, CC V Manager, THL Coinvestment, THL Operating, THL Parallel and THL Parallel DT may be deemed to share voting and dispositive power with respect to the 58,967,502 shares of Class C Common Stock held by CC V. Each of THLA, THLP, THL Advisors, the THL Fund, the THL Investors Fund, CC V Manager, THL Coinvestment, THL Operating, THL Parallel and THL Parallel DT expressly disclaims beneficial ownership of any securities owned beneficially or of record by any person or persons other than itself for purposes of Section 13(d)(3) and Rule 13d-3 of the Securities Exchange Act of 1934 and expressly disclaims beneficial ownership of any such securities except to the extent of its pecuniary interest therein.

Remarks:

Form 2 of 2

	/s/ Scott M. Sperling	07/30/2008
	** Signature of Reporting Person	Date
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