ITEM 7.01. Regulation FD Disclosure.

The First and Second Amendments to Put and Call Agreement between subsidiaries of Emmis Communications Corporation (collectively, "Emmis"), a subsidiary of Grupo Radio Centro, S.A.B. de C.V. ("GRC") and certain of GRC's "Qualified Designees" (as defined in the Put and Call Agreement dated April 3, 2009 (as amended, the "Put and Call Agreement")) provided that the Qualified Designees had the right to purchase radio station KXOS-FM (f/k/a KMVN-FM), Los Angeles, CA (the "Station") for $85.5 million on or before August 8, 2012. Because the closing did not occur, the purchase price for the Station automatically reverts to $110 million and GRC's designation of the Qualified Designees is automatically rescinded. In all other respects, the Put and Call Agreement remains in full force and effect, as does the Local Programming and Marketing Agreement for the Station between Emmis and GRC dated April 3, 2009. Nonetheless, the parties are discussing a possible further amendment to the Put and Call Agreement as the Qualified Designees' banks have informed the parties that the financing process has been delayed but continues to move forward. However, no assurances can be given that agreement on any further amendment to the Put and Call Agreement will be reached.

Note: Certain statements included in this report which are not statements of historical fact, including but not limited to those identified with the words "expect," "will" or "look" are intended to be, and are, by this Note, identified as "forward-looking statements," as defined in the Securities and Exchange Act of 1934, as amended. Such statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future result, performance or achievement expressed or implied by such forward-looking statement. Such factors include, among others:

• general economic and business conditions;

• fluctuations in the demand for advertising and demand for different types of advertising media;

• our ability to service our outstanding debt;

• increased competition in our markets and the broadcasting industry;

• our ability to attract and secure programming, on-air talent, writers and photographers;

• inability to obtain (or to obtain timely) necessary approvals for purchase or sale transactions or to complete the transactions for other reasons generally beyond our control;

• increases in the costs of programming, including on-air talent;

• inability to grow through suitable acquisitions;

• changes in audience measurement systems

• new or changing regulations of the Federal Communications Commission or other governmental agencies;

• competition from new or different technologies;

• war, terrorist acts or political instability; and

• other factors mentioned in documents filed by the Company with the Securities and Exchange Commission.

Emmis does not undertake any obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise

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