Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
FREEDLINE ROBERT G
  2. Issuer Name and Ticker or Trading Symbol
CITADEL BROADCASTING CORP [CDL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last)
(First)
(Middle)
C/O CITADEL BROADCASTING CORPORATION, 7201 W. LAKE MEAD BLVD
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2007
(Street)

LAS VEGAS, NV 89128
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 6.87 06/12/2007   A   63,625 (1)     (2) 05/25/2016 Common Stock 63,625 $ 0 345,072 (3) D  
Stock Option (Right to Buy) $ 5.98 06/12/2007   A   55,756 (1)     (4) 05/25/2017 Common Stock 55,756 $ 0 400,828 (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FREEDLINE ROBERT G
C/O CITADEL BROADCASTING CORPORATION
7201 W. LAKE MEAD BLVD
LAS VEGAS, NV 89128
      Chief Financial Officer  

Signatures

 /s/ Robert G. Freedline   06/14/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents options to acquire shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"), granted to Mr. Freedline in accordance with the terms of the Employment Agreement by and between the Issuer and Mr. Freedline dated May 25, 2006 (the "Employment Agreement"). These options reflect the adjustment pursuant to the Employment Agreement to the number of shares of Common Stock subject to the options granted to Mr. Freedline on May 26, 2006 and May 26, 2007 upon the payment by the Issuer of the special cash distribution to holders of record of Common Stock in connection with the transactions contemplated by the Merger Agreement dated as of February 6, 2006 and amended on November 19, 2006, by and among the Issuer, Alphabet Acquisition Corp., The Walt Disney Company and ABC Radio Holdings, Inc. (f/k/a ABC Chicago FM Radio, Inc.) (the "Merger Agreement"). The exercise price of these options was established in accordance with the terms of the Employment Agreement.
(2) Options become exercisable to the extent they have vested. 21,203 of the options were vested with respect to shares of Common Stock on the date of grant and the remaining options vest with respect to shares of Common Stock in two equal annual installments commencing on May 25, 2008, subject to terms and conditions that do not differ materially from the Issuer's Form of Stock Option Agreement for grants made under the Issuer's Amended and Restated 2002 Long-Term Incentive Plan.
(3) Includes options to acquire 150,000 shares of Common Stock granted to Mr. Freedline on May 26, 2006 and options to acquire 131,447 shares of Common Stock granted to Mr. Freedline on May 26, 2007 (collectively, the "Options"). Pursuant to the terms of the Employment Agreement, on June 12, 2007, upon the payment by the Issuer of the special cash distribution to holders of record of Common Stock in connection with the transactions contemplated by the Merger Agreement, the per share exercise price of each Option was adjusted in accordance with the formula contained in the Employment Agreement. As a result, the per share exercise price of the Options granted on May 26, 2006 is now $6.87, and the per share exercise price of the Options granted on May 26, 2007 is now $5.98.
(4) Options become exercisable to the extent they have vested. Options vest with respect to shares of Common Stock in three equal annual installments commencing on May 25, 2008, subject to terms and conditions that do not differ materially from the Issuer's Form of Stock Option Agreement for grants made under the Issuer's Amended and Restated 2002 Long-Term Incentive Plan.

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