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                            Before the
                Federal Communications Commission
                      Washington, D.C. 20554

INFINITY BROADCASTING              )    File Nos. BTC-961230GE,    
CORPORATION                             )    BTCH-961230GF, and
(Transferor)                            )        BTCH-961230GG
                                   )
and                                )
                                   )
THE KARMAZIN, CARRUS, WIENER  )  
VOTING TRUST                       )
(Transferee)                            )
                                   )
For Transfer of Control of  the Licenses of  )
WHOO(AM), Orlando, Florida              )
WMMO(FM), Orlando, Florida              )                  
WHTQ(FM), Orlando, Florida              )
                         
                                  ORDER


   Adopted:  December 30, 1996          Released:  December 30, 1996

     By the Commission:

     1.   Before the Commission are the above-captioned applications for the pro forma transfer
of control of Infinity Holdings Corp. of Orlando (Infinity Holdings Corp.), licensee of WHOO(AM),
WMMO(FM) and WHTQ(FM), Orlando, Florida, from Infinity Broadcasting Corporation (Infinity)
to the Karmazin, Carrus, Wiener Voting Trust.  

     2.  The Commission has approved the merger of Infinity Broadcasting Corporation
("Infinity") and Westinghouse Electric Corporation.  Stockholders of Infinity Broadcasting
Corporation, FCC 96-495 (Dec. 26, 1996).    Infinity Holdings Corp., the licensee of three stations
in Orlando, Florida, WHOO(AM), WHTQ-FM and WMMO-FM, is a wholly-owned subsidiary of
Infinity.   At the time that applications to transfer control of Infinity to Westinghouse were filed,
Infinity Holdings Corp. had an agreement to exchange stations with Cox Radio, Inc.  Cox and
Infinity Holdings Corp. had entered into an agreement for a like-kind exchange of assets so that
Infinity would exchange its three Orlando stations for WCKG(FM) and WYSY(FM), two Chicago-
area stations controlled by Cox.    The Commission has also approved the like-kind exchange of
these stations between Cox and Infinity Holdings Corp.  Infinity Holdings Corp. of Orlando, FCC
96-494 (Dec. 26, 1996).  The Commission's approval of the transfer of control of Infinity to
Westinghouse was conditioned on the prior consummation of the like-kind exchange between
Infinity Holdings Corp. and Cox.  See Stockholders of Infinity Broadcasting Corporation, FCC 96-
495 at para. 102.  

     3.  Infinity and Westinghouse want to consummate the merger prior to the time that the like-
kind exchange between Infinity Holdings Corp. and Cox is consummated.  Therefore, the above-
captioned applications have been filed to transfer control of Infinity Holdings Corp. to a voting
trust.  The trust does not implicate the Commission's multiple ownership or attribution rules.  

     4.  We have reviewed the pro forma transfer of control applications and find that the parties
are qualified.  We therefore will approve the transfer of control of the Orlando stations to the voting
trust.  This action will enable the merger to go forward prior to consummation of the like-kind
exchange between Infinity Holdings Corp. and Cox and moots the need for the second condition set
forth in paragraph 102 of Stockholders of Infinity Broadcasting Corporation, FCC 96-495 (Dec. 26,
1996).  

     5.  Accordingly, IT IS ORDERED That, the applications for the pro forma transfer of control
of Infinity Holdings Corp. of Orlando from Infinity Broadcasting Corporation to The Karmazin,
Carrus, Wiener Voting Trust, File Nos. BTC-961230GE, BTCH-961230GF, BTCH-961230GG ARE
HEREBY GRANTED.  

     6.   IT IS FURTHER ORDERED That, condition 2, paragraph 102 in Stockholders of
Infinity Broadcasting Corporation, FCC 96-495 (Dec. 26, 1996), IS HEREBY DELETED.  



                                        Federal Communications Commission





                                        William F. Caton
                                        Acting Secretary