content: UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      FORM 10-Q
  (Mark One)
  
  (x)  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
       Act of 1934 for the Quarterly Period Ended:
                                    JUNE 30, 1996
                                         OR
  ( )  Transition  Report  pursuant  to  Section  13 or  15(d)  of the  Securities
       Exchange Act of 1934 for the Transition Period from ________ to ________.
  
                            Commission File Number 1-3872
  
                             STORER COMMUNICATIONS, INC.
               (Exact name of registrant as specified in its charter)
  
  
            DELAWARE                                              59-2638096
  (State or other jurisdiction of                              (I.R.S. Employer
  incorporation or organization)                              Identification No.)
  
  1500 Market Street, Philadelphia, PA                             19102-2148
     (Address of principal executive offices)                      (Zip Code)
  
  Registrant's telephone number, including area code: (215) 665-1700
  
  Indicate by check mark whether the registrant (1) has filed all reports required
  to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
  the preceding  twelve months (or for such shorter period that the registrant was
  required to file such  reports),  and (2) has been subject to such  requirements
  for the past 90 days.
  
                   Yes  X                                   No
  
  As of June 30, 1996, there were 239.99 shares of Common Stock outstanding.
  
  The Registrant  meets the conditions set forth in General  Instructions H (1)(a)
  and (b) of Form  10-Q  and is  therefore  filing  this  form  with  the  reduced
  disclosure format.
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
                                  TABLE OF CONTENTS
  
                                                                            Page
                                                                           Number
  
  PART I.   FINANCIAL INFORMATION
  
            Item 1.   Financial Statements
  
                      Condensed Consolidated Balance
                      Sheet at June 30, 1996 and December 31,
                      1995 (Unaudited)........................................2
  
                      Condensed Consolidated Statement of
                      Operations and Accumulated Deficit for
                      the Six and Three Months Ended June 30,
                      1996 and 1995 (Unaudited)...............................3
  
                      Condensed Consolidated Statement of Cash
                      Flows for the Six Months Ended June 30, 1996
                      and 1995 (Unaudited)....................................4
  
                      Notes to Condensed Consolidated
                      Financial Statements (Unaudited)......................5-6
  
            Item 2.   Management's Discussion and Analysis
                      of Financial Condition and Results of
                      Operations............................................7-9
  
  PART II. OTHER INFORMATION
  
            Item 1.   Legal Proceedings.......................................9
  
            Item 6.   Exhibits and Reports on Form 8-K........................9
  
  
  The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
  for forward-looking  statements.  Certain information included in this Quarterly
  Report is  forward-looking,  such as  information  relating  to  future  capital
  commitments  and  the  effects  of  future  regulation.   Such   forward-looking
  information  involves important risks and uncertainties that could significantly
  affect   expected   results  in  the  future   from  those   expressed   in  any
  forward-looking  statements  made by, or on behalf of, the Company.  These risks
  and uncertainties  include,  but are not limited to,  uncertainties  relating to
  economic  conditions,  acquisitions and divestitures,  government and regulatory
  policies, the pricing and availability of equipment, materials,  inventories and
  programming,   technological   developments   and  changes  in  the  competitive
  environment in which the Company operates.
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  PART I. FINANCIAL INFORMATION
  
  ITEM 1. FINANCIAL STATEMENTS
  
                        CONDENSED CONSOLIDATED BALANCE SHEET
                                     (Unaudited)
  <TABLE>
  <CAPTION>
                                                                                   (Dollars in thousands)
                                                                                  June 30,      December 31,
                                                                                    1996            1995
  <S>                                                                         <C>              <C>        
  ASSETS
  Cash and cash equivalents .............................................     $     4,264      $     1,386
                                                                              -----------      -----------
  Accounts receivable, less allowance for doubtful
     accounts of $2,606 and $2,605 ......................................          13,278           14,737
                                                                              -----------      -----------
  Prepaid charges and other .............................................           3,629            3,701
                                                                              -----------      -----------
  Property and equipment ................................................         693,027          671,153
     Accumulated depreciation ...........................................        (321,260)        (307,945)
                                                                              -----------      -----------
     Property and equipment, net ........................................         371,767          363,208
                                                                              -----------      -----------
  Deferred charges ......................................................       1,494,439        1,492,906
     Accumulated amortization ...........................................        (286,680)        (267,680)
                                                                              -----------      -----------
     Deferred charges, net ..............................................       1,207,759        1,225,226
                                                                              -----------      -----------
  Due from affiliates ...................................................         233,197          215,013
  Investment ............................................................          18,976           17,941
  Other assets ..........................................................           3,730            3,844
                                                                              -----------      -----------
                                                                              $ 1,856,600      $ 1,845,056
                                                                              ===========      ===========
  
  LIABILITIES AND STOCKHOLDER'S EQUITY
  Accounts payable and accrued expenses .................................     $    50,301      $    54,310
  Accrued interest ......................................................           1,749            1,749
  Other liabilities .....................................................          26,314           33,136
  Debt ..................................................................         125,580          124,615
  Deferred income taxes .................................................         466,899          456,658
                                                                              -----------      -----------
         Total liabilities ..............................................         670,843          670,468
                                                                              -----------      -----------
  
  COMMITMENTS AND CONTINGENCIES
  
  STOCKHOLDER'S EQUITY
     Common stock, $.01 par value - authorized, 10,000 shares; issued and
       outstanding, 239.99 shares
     Additional capital .................................................       2,970,247        2,923,635
     Accumulated deficit ................................................      (1,120,120)      (1,128,642)
     Unrealized gain on marketable securities ...........................          10,381            9,707
     Finance Sub securities .............................................        (674,751)        (630,112)
                                                                              -----------      -----------
         Total stockholder's equity .....................................       1,185,757        1,174,588
                                                                              -----------      -----------
                                                                              $ 1,856,600      $ 1,845,056
                                                                              ===========      ===========
  </TABLE>
  
  See notes to condensed consolidated financial statements.
  
                                          2
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
       CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT
                                     (Unaudited)
  <TABLE>
  <CAPTION>
                                                                                   (Dollars in thousands)
                                                                        Six Months Ended          Three Months Ended
                                                                            June 30,                   June 30,
                                                                        1996         1995         1996         1995
  <S>                                                                  <C>          <C>           <C>           <C>    
  SERVICE INCOME..................................................     $213,500     $194,307      $109,620      $98,889
                                                                    -----------  -----------   -----------  -----------
  COSTS AND EXPENSES
     Operating....................................................       92,074       84,178        45,910       40,858
     Selling, general and administrative..........................       41,943       39,641        21,157       20,130
     Depreciation and amortization................................       52,977       46,590        26,721       24,854
                                                                    -----------  -----------   -----------  -----------
                                                                        186,994      170,409        93,788       85,842
                                                                    -----------  -----------   -----------  -----------
  
  
  OPERATING INCOME................................................       26,506       23,898        15,832       13,047
  
  INVESTMENT (INCOME) EXPENSE
     Interest expense.............................................        8,331        7,835         4,142        3,814
     Investment income and other..................................         (167)         (53)          (58)         (14)
                                                                    -----------  -----------   -----------  -----------
  
                                                                          8,164        7,782         4,084        3,800
                                                                    -----------  -----------   -----------  -----------
  
  
  INCOME BEFORE INCOME TAX EXPENSE................................       18,342       16,116        11,748        9,247
  
  INCOME TAX EXPENSE..............................................        9,820        7,641         5,812        4,236
                                                                    -----------  -----------   -----------  ----------- 
  
  
  NET INCOME......................................................        8,522        8,475         5,936        5,011
  
  ACCUMULATED DEFICIT
  
     Beginning of period .........................................   (1,128,642)  (1,144,253)   (1,126,056)  (1,140,789)
                                                                    -----------  -----------   -----------  ----------- 
  
     End of period................................................  ($1,120,120) ($1,135,778)  ($1,120,120) ($1,135,778)
                                                                    ===========  ===========   ===========  ===========
  </TABLE>
  See notes to condensed consolidated financial statements.
  
                                          3
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
                   CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                     (Unaudited)
  <TABLE>
  <CAPTION>
                                                                           (Dollars in thousands)
                                                                         Six Months Ended June 30,
                                                                            1996          1995
  <S>                                                                    <C>           <C>     
  OPERATING ACTIVITIES
     Net income ....................................................     $  8,522      $  8,475
     Adjustments to reconcile net income to
       net cash provided by operating activities:
       Depreciation and amortization ...............................       52,977        46,590
       Non-cash interest expense ...................................        1,216         1,181
       Deferred income tax expense (benefit) .......................        8,820        (6,223)
                                                                         --------      --------
                                                                           71,535        50,023
       Decrease (increase) in accounts receivable, prepaid charges
         and other and other assets ................................        1,645        (1,112)
       (Decrease) increase in accounts payable and accrued expenses,
         accrued interest and other liabilities ....................      (11,082)        8,141
                                                                         --------      --------
           Net cash provided by operating activities ...............       62,098        57,052
                                                                         --------      --------
  
  FINANCING ACTIVITIES
     Net transactions with affiliates ..............................      (18,184)      (21,810)
                                                                         --------      --------
           Net cash used in financing activities ...................      (18,184)      (21,810)
                                                                         --------      --------
  
  INVESTING ACTIVITIES
     Additions to property and equipment and other .................      (44,069)      (39,037)
     Receipts on Finance Sub securities ............................        3,033         4,598
                                                                         --------      --------
           Net cash used in investing activities ...................      (41,036)      (34,439)
                                                                         --------      --------
  
  INCREASE IN CASH AND CASH EQUIVALENTS ............................        2,878           803
  
  CASH AND CASH EQUIVALENTS, beginning of period ...................        1,386         1,329
                                                                         --------      --------
  
  CASH AND CASH EQUIVALENTS, end of period .........................     $  4,264      $  2,132
                                                                         ========      ========
  </TABLE>
  
  See notes to condensed consolidated financial statements.
  
                                          4
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  1.   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  
       Basis of Presentation
       The condensed  consolidated  balance sheet as of December 31, 1995 has been
       condensed  from the audited  balance  sheet as of that date.  The condensed
       consolidated balance sheet as of June 30, 1996, the condensed  consolidated
       statement  of  operations  and  accumulated  deficit  for the six and three
       months  ended  June  30,  1996  and  1995  and the  condensed  consolidated
       statement  of cash  flows for the six months  ended June 30,  1996 and 1995
       have been prepared by Storer Communications,  Inc. (the "Company") and have
       not been audited by the Company's  independent  auditors. In the opinion of
       management,   all   adjustments   (which  include  only  normal   recurring
       adjustments) necessary to present fairly the financial position, results of
       operations and cash flows as of June 30, 1996 and for all periods presented
       have been made.
  
       Certain information and note disclosures normally included in the Company's
       annual financial  statements prepared in accordance with generally accepted
       accounting  principles  have been  condensed  or omitted.  These  condensed
       consolidated  financial  statements  should be read in conjunction with the
       financial  statements and notes thereto included in the Company's  December
       31, 1995 Annual Report on Form 10-K filed with the  Securities and Exchange
       Commission.  The results of operations  for the periods ended June 30, 1996
       are not necessarily indicative of operating results for the full year.
  
  2.   INVESTMENT
  
       As of June 30, 1996 and  December  31,  1995,  the  Company's  unrestricted
       publicly  traded equity  investment,  classified as available for sale, was
       recorded at its estimated  fair value of $19.0  million and $17.9  million,
       respectively,  based on the  quoted  market  prices as of such  dates.  The
       unrealized gain on this investment of $16.0 million and $14.9 million as of
       June 30, 1996 and December 31, 1995, respectively, has been reported in the
       Company's   condensed   consolidated   balance  sheet  as  an  increase  in
       stockholder's equity, net of deferred income taxes of $5.6 million and $5.2
       million, respectively.
  
  3.   RELATED PARTY TRANSACTIONS
  
       The  Company's  programming  costs,  management  fees (based on 6% of gross
       revenues)  and certain  administrative  costs are charged to the Company by
       Comcast  Corporation  ("Comcast"),  the Company's  indirect parent, and its
       subsidiaries.  These costs  totaled $83.7  million,  $75.5  million,  $42.3
       million and $37.9  million for the six and three months ended June 30, 1996
       and 1995, respectively, and are included in operating, selling, general and
       administrative expenses.
  
       Due from affiliates in the Company's condensed  consolidated  balance sheet
       primarily  consists of cash transfers to the Company's  parent under a cash
       management  program,  net of expenses charged to the Company by Comcast and
       its subsidiaries.
  
  4.   STATEMENT OF CASH FLOWS - SUPPLEMENTAL INFORMATION
  
       The Company recognized non-cash dividends on the preferred stock of Comcast
       Storer Finance Sub, Inc. of  approximately  $44.6 million and $38.2 million
       during  the six  months  ended June 30,  1996 and 1995,  respectively.  The
       preferred stock dividends recognized were credited to additional capital in
       the Company's condensed consolidated balance sheet.
  
                                          5
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONCLUDED
                                     (Unaudited)
  
  5.   CONTINGENCIES
  
       The Company is subject to claims which arise in the ordinary  course of its
       business and other legal  proceedings.  In the opinion of  management,  the
       amount  of  ultimate  liability  with  respect  to these  actions  will not
       materially  affect the  financial  position or results of operations of the
       Company.
  
       The Company has settled the majority of outstanding proceedings challenging
       its rates charged for  regulated  cable  services.  In December  1995,  the
       Federal  Communications  Commission  ("FCC")  adopted an order  approving a
       negotiated  settlement of rate  complaints  pending against the Company for
       cable programming service tiers ("CPSTs") which provided approximately $3.9
       million in refunds, plus interest, being given in the form of bill credits,
       to approximately 490,000 of the Company's cable subscribers.  Approximately
       $2.6 million and $1.4 million of bill credits for such  refunds,  including
       interest,  were given  during the six and three months ended June 30, 1996,
       respectively.  This FCC order  resolved the Company's  benchmark rate cases
       covering the period  September  1993  through  July 1994 and the  Company's
       cost-of-service  cases for CPSTs covering the period September 1993 through
       December 1995. As part of the negotiated settlement,  the Company agreed to
       forego certain  inflation and external cost adjustments for systems covered
       by its cost-of-service filings for CPSTs. The FCC's order has been appealed
       to a federal  appellate court by a local  franchising  authority whose rate
       complaint  against Comcast was resolved by the negotiated  settlement.  The
       Company  currently is seeking to justify rates for basic cable services and
       equipment in certain of its cable  systems in the State of  Connecticut  on
       the  basis of a  cost-of-service  showing.  The  State of  Connecticut  has
       ordered  the  Company  to  reduce  such  rates  and  to  make   refunds  to
       subscribers.  The Company has appealed the Connecticut decision to the FCC.
       The Company's  management  believes  that the ultimate  resolution of these
       pending  regulatory  matters will not have a material adverse impact on the
       Company's financial position or results of operations.
  
                                          6
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF OPERATIONS
  
  Liquidity and Capital Resources
  
  The Company's  business is capital  intensive and continually  requires cash for
  development  and  expansion.  The  Company has  historically  met its cash needs
  through its cash and cash equivalents,  cash flows from operating  activities as
  well as interest and principal  received on certain securities issued by Comcast
  Storer  Finance  Sub,  Inc.,  an indirect  wholly  owned  subsidiary  of Comcast
  Corporation, to the Company (the "Finance Sub Securities").
  
  The Company  believes  that it will be able to meet its  current  and  long-term
  liquidity needs and capital requirements,  including fixed charges,  through its
  cash  flows  from  operating  activities,  existing  cash and cash  equivalents,
  interest and principal received on the Finance Sub Securities,  amounts due from
  affiliates and other external financing.
  
  Results of Operations
  
  Summarized  consolidated  financial  information for the Company for the six and
  three  months  ended June 30, 1996 and 1995 is as follows  (dollars in millions,
  "NM" denotes percentage is not meaningful):
  <TABLE>
  <CAPTION>
  
                                                         Six Months Ended
                                                             June 30,            Increase
                                                        1996       1995         $         %
  <S>                                                <C>         <C>        <C>          <C> 
  Service income ...............................     $  213.5    $  194.3   $  19.2      9.9%
  Operating, selling, general and administrative
     expenses ..................................        134.0       123.8      10.2      8.2
                                                     --------    --------
  
  Operating income before depreciation and
     amortization (a) ..........................         79.5        70.5       9.0     12.8
  Depreciation and amortization ................         53.0        46.6       6.4     13.7
                                                     --------    --------
  Operating income .............................         26.5        23.9       2.6     10.9
                                                     --------    --------
  Interest expense .............................          8.3         7.8       0.5      6.4
  Investment income and other ..................         (0.1)                  0.1       NM
  Income tax expense ...........................          9.8         7.6       2.2     28.9
                                                     --------    --------
  Net income ...................................     $    8.5    $    8.5   $             NM
                                                     ========    ========
  
  <FN>
  (a) See footnote (1) on page 8.
  </FN>
  </TABLE>
  
                                          7
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  <TABLE>
  <CAPTION>
  
                                                                     Three Months Ended
                                                                          June 30,                  Increase
                                                                     1996         1995           $             %
  <S>                                                                <C>           <C>          <C>          <C>  
  Service income............................................         $109.6        $98.9        $10.7        10.8%
  Operating, selling, general and administrative
     expenses...............................................           67.1         61.0          6.1        10.0
                                                                     ------        -----
  Operating income before depreciation and
     amortization (1) ......................................           42.5         37.9          4.6        12.1
  Depreciation and amortization.............................           26.7         24.9          1.8         7.2
                                                                     ------        -----
  Operating income..........................................           15.8         13.0          2.8        21.5
                                                                     ------        -----
  Interest expense..........................................            4.1          3.8          0.3         7.9
  Investment income and other...............................
  Income tax expense........................................            5.8          4.2          1.6        38.1
                                                                     ------        -----
  Net income................................................           $5.9         $5.0         $0.9        18.0%
                                                                     ======        ===== 
  
  <FN>
  (1)  Operating income before  depreciation and amortization is commonly referred
       to in the Company's  business as "operating cash flow." Operating cash flow
       is a measure  of a  company's  ability  to  generate  cash to  service  its
       obligations, including debt service obligations, and to finance capital and
       other  expenditures.  In part due to the  capital  intensive  nature of the
       Company's  business  and  the  resulting   significant  level  of  non-cash
       depreciation  and amortization  expense,  operating cash flow is frequently
       used as one of the bases for evaluating the Company's  business.  Operating
       cash flow does not purport to represent  net income or net cash provided by
       operating  activities,  as those terms are defined under generally accepted
       accounting  principles,  and should not be considered as an  alternative to
       such measurements as an indicator of the Company's performance.
  </FN>
  </TABLE>
  
  Of the $19.2 million and $10.7 million  increases in service  income for the six
  and three months  periods  from 1995 to 1996,  $4.8 million and $2.2 million are
  attributable  to subscriber  growth,  $12.3  million and $7.5 million  relate to
  increases in rates and $2.1  million and $1.0 million  relate to growth in other
  product offerings.
  
  Of the $10.2 million and $6.1 million increases in operating,  selling,  general
  and  administrative  expenses  for the six and three month  periods from 1995 to
  1996, $6.1 million and $3.2 million are attributable to increases in the cost of
  cable  programming  as a result of  subscriber  growth,  additional  programming
  offerings  and changes in rates and $4.1  million and $2.9  million  result from
  increases  in the  cost of  labor  and  other  volume  related  expenses.  It is
  anticipated  that the Company's cost of cable  programming  will increase in the
  future as cable  programming  rates  increase  and  additional  sources of cable
  programming become available.
  
  The $6.4 million and $1.8 million  increases in  depreciation  and  amortization
  expense for the six and three month  periods from 1995 to 1996 are primarily due
  to the effects of capital  expenditures and the rebuild and upgrade,  in certain
  areas, of the Company's cable plant.
  
  For the six and  three  months  ended  June 30,  1996 and  1995,  the  Company's
  earnings before income tax expense and fixed charges (interest expense) of $26.7
  million, $24.0 million, $15.9 million and $13.1 million, respectively,  exceeded
  its fixed charges of $8.3 million,  $7.8 million, $4.1 million and $3.8 million,
  respectively.
  
  The  Company  believes  that  its  operations  are not  materially  affected  by
  inflation.
  
                                          8
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  Regulatory Developments
  
  The Company has settled the majority of outstanding  proceedings challenging its
  rates  charged for  regulated  cable  services.  In December  1995,  the Federal
  Communications  Commission  ("FCC")  adopted  an order  approving  a  negotiated
  settlement of rate complaints  pending against the Company for cable programming
  service tiers  ("CPSTs") which provided  approximately  $3.9 million in refunds,
  plus interest, being given in the form of bill credits, to approximately 490,000
  of the Company's cable subscribers.  Approximately $2.6 million and $1.4 million
  of bill credits for such refunds,  including interest, were given during the six
  and three months ended June 30, 1996, respectively.  This FCC order resolved the
  Company's  benchmark rate cases covering the period  September 1993 through July
  1994 and the  Company's  cost-of-service  cases for CPSTs  covering  the  period
  September 1993 through December 1995. As part of the negotiated settlement,  the
  Company agreed to forego  certain  inflation and external cost  adjustments  for
  systems covered by its  cost-of-service  filings for CPSTs.  The FCC's order has
  been  appealed to a federal  appellate  court by a local  franchising  authority
  whose rate complaint against Comcast was resolved by the negotiated  settlement.
  The Company  currently is seeking to justify rates for basic cable  services and
  equipment  in certain of its cable  systems in the State of  Connecticut  on the
  basis of a  cost-of-service  showing.  The State of Connecticut  has ordered the
  Company to reduce such rates and to make refunds to subscribers. The Company has
  appealed the Connecticut  decision to the FCC. The Company's management believes
  that the ultimate resolution of these pending regulatory matters will not have a
  material  adverse  impact on the  Company's  financial  position  or  results of
  operations.
  
  
  PART II. OTHER INFORMATION
  
  ITEM 1. Legal Proceedings
  
       The  Company  is not  party to  litigation  which,  in the  opinion  of the
       Company's management,  will have a material adverse effect on the Company's
       financial position or results of operations.
  
  ITEM 6. Exhibits and Reports on Form 8-K
  
       (a)  Exhibits required to be filed by Item 601 of Regulation S-K:
  
            27.1 Financial Data Schedule.
  
       (b)  Reports on Form 8-K - None.
  
                                          9
  
  <PAGE>
  
                    STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
                                      SIGNATURE
  
           Pursuant to the  requirements  of the  Securities  and  Exchange Act of
  1934,  the  Registrant has duly caused this report to be signed on its behalf by
  the undersigned thereunto duly authorized.
  
                                     STORER COMMUNICATIONS, INC.
                                     ---------------------------------------------
  
  
  
                                     /s/ LAWRENCE S. SMITH
                                     ---------------------------------------------
                                     Lawrence S. Smith
                                     Senior Vice President
                                     Accounting and Administration
                                     (Chief Accounting Officer)
  
  
  
  Date: August 14, 1996
  
                                         10
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metadata_filer: {"company-data": {"conformed-name": "STORER COMMUNICATIONS INC", "cik": "0000094679", "assigned-sic": "4841", "irs-number": "592638096", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "001-03872", "film-number": "96613191"}, "business-address": {"street1": "CENTER SQUARE EAST TOWER", "street2": "1500 MARKET STREET 33RD FLOOR", "city": "PHILADELPHIA", "state": "PA", "zip": "19192-2148", "phone": "2156651700"}}
text: UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      FORM 10-Q
  (Mark One)
  
  (x)  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
       Act of 1934 for the Quarterly Period Ended:
                                    JUNE 30, 1996
                                         OR
  ( )  Transition  Report  pursuant  to  Section  13 or  15(d)  of the  Securities
       Exchange Act of 1934 for the Transition Period from ________ to ________.
  
                            Commission File Number 1-3872
  
                             STORER COMMUNICATIONS, INC.
               (Exact name of registrant as specified in its charter)
  
            DELAWARE                                              59-2638096
  (State or other jurisdiction of                              (I.R.S. Employer
  incorporation or organization)                              Identification No.)
  
  1500 Market Street, Philadelphia, PA                             19102-2148
     (Address of principal executive offices)                      (Zip Code)
  
  Registrant's telephone number, including area code: (215) 665-1700
  
  Indicate by check mark whether the registrant (1) has filed all reports required
  to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
  the preceding  twelve months (or for such shorter period that the registrant was
  required to file such  reports),  and (2) has been subject to such  requirements
  for the past 90 days.
  
                   Yes  X                                   No
  
  As of June 30, 1996, there were 239.99 shares of Common Stock outstanding.
  
  The Registrant  meets the conditions set forth in General  Instructions H (1)(a)
  and (b) of Form  10-Q  and is  therefore  filing  this  form  with  the  reduced
  disclosure format.
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
                                  TABLE OF CONTENTS
  
                                                                            Page
                                                                           Number
  
  PART I.   FINANCIAL INFORMATION
  
            Item 1.   Financial Statements
  
                      Condensed Consolidated Balance
                      Sheet at June 30, 1996 and December 31,
                      1995 (Unaudited)........................................2
  
                      Condensed Consolidated Statement of
                      Operations and Accumulated Deficit for
                      the Six and Three Months Ended June 30,
                      1996 and 1995 (Unaudited)...............................3
  
                      Condensed Consolidated Statement of Cash
                      Flows for the Six Months Ended June 30, 1996
                      and 1995 (Unaudited)....................................4
  
                      Notes to Condensed Consolidated
                      Financial Statements (Unaudited)......................5-6
  
            Item 2.   Management's Discussion and Analysis
                      of Financial Condition and Results of
                      Operations............................................7-9
  
  PART II. OTHER INFORMATION
  
            Item 1.   Legal Proceedings.......................................9
  
            Item 6.   Exhibits and Reports on Form 8-K........................9
  
  The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
  for forward-looking  statements.  Certain information included in this Quarterly
  Report is  forward-looking,  such as  information  relating  to  future  capital
  commitments  and  the  effects  of  future  regulation.   Such   forward-looking
  information  involves important risks and uncertainties that could significantly
  affect   expected   results  in  the  future   from  those   expressed   in  any
  forward-looking  statements  made by, or on behalf of, the Company.  These risks
  and uncertainties  include,  but are not limited to,  uncertainties  relating to
  economic  conditions,  acquisitions and divestitures,  government and regulatory
  policies, the pricing and availability of equipment, materials,  inventories and
  programming,   technological   developments   and  changes  in  the  competitive
  environment in which the Company operates.
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  PART I. FINANCIAL INFORMATION
  
  ITEM 1. FINANCIAL STATEMENTS
  
                        CONDENSED CONSOLIDATED BALANCE SHEET
                                     (Unaudited)
  (Dollars in thousands)
                                                                                  June 30,      December 31,
                                                                                    1996            1995
  ASSETS
  Cash and cash equivalents .............................................     $     4,264      $     1,386
                                                                              -----------      -----------
  Accounts receivable, less allowance for doubtful
     accounts of $2,606 and $2,605 ......................................          13,278           14,737
                                                                              -----------      -----------
  Prepaid charges and other .............................................           3,629            3,701
                                                                              -----------      -----------
  Property and equipment ................................................         693,027          671,153
     Accumulated depreciation ...........................................        (321,260)        (307,945)
                                                                              -----------      -----------
     Property and equipment, net ........................................         371,767          363,208
                                                                              -----------      -----------
  Deferred charges ......................................................       1,494,439        1,492,906
     Accumulated amortization ...........................................        (286,680)        (267,680)
                                                                              -----------      -----------
     Deferred charges, net ..............................................       1,207,759        1,225,226
                                                                              -----------      -----------
  Due from affiliates ...................................................         233,197          215,013
  Investment ............................................................          18,976           17,941
  Other assets ..........................................................           3,730            3,844
                                                                              -----------      -----------
                                                                              $ 1,856,600      $ 1,845,056
                                                                              ===========      ===========
  
  LIABILITIES AND STOCKHOLDER'S EQUITY
  Accounts payable and accrued expenses .................................     $    50,301      $    54,310
  Accrued interest ......................................................           1,749            1,749
  Other liabilities .....................................................          26,314           33,136
  Debt ..................................................................         125,580          124,615
  Deferred income taxes .................................................         466,899          456,658
                                                                              -----------      -----------
         Total liabilities ..............................................         670,843          670,468
                                                                              -----------      -----------
  
  COMMITMENTS AND CONTINGENCIES
  
  STOCKHOLDER'S EQUITY
     Common stock, $.01 par value - authorized, 10,000 shares; issued and
       outstanding, 239.99 shares
     Additional capital .................................................       2,970,247        2,923,635
     Accumulated deficit ................................................      (1,120,120)      (1,128,642)
     Unrealized gain on marketable securities ...........................          10,381            9,707
     Finance Sub securities .............................................        (674,751)        (630,112)
                                                                              -----------      -----------
         Total stockholder's equity .....................................       1,185,757        1,174,588
                                                                              -----------      -----------
                                                                              $ 1,856,600      $ 1,845,056
                                                                              ===========      ===========
  See notes to condensed consolidated financial statements.
  
                                          2
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
       CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT
                                     (Unaudited)
  (Dollars in thousands)
                                                                        Six Months Ended          Three Months Ended
                                                                            June 30,                   June 30,
                                                                        1996         1995         1996         1995
  SERVICE INCOME..................................................     $213,500     $194,307      $109,620      $98,889
                                                                    -----------  -----------   -----------  -----------
  COSTS AND EXPENSES
     Operating....................................................       92,074       84,178        45,910       40,858
     Selling, general and administrative..........................       41,943       39,641        21,157       20,130
     Depreciation and amortization................................       52,977       46,590        26,721       24,854
                                                                    -----------  -----------   -----------  -----------
                                                                        186,994      170,409        93,788       85,842
                                                                    -----------  -----------   -----------  -----------
  
  OPERATING INCOME................................................       26,506       23,898        15,832       13,047
  
  INVESTMENT (INCOME) EXPENSE
     Interest expense.............................................        8,331        7,835         4,142        3,814
     Investment income and other..................................         (167)         (53)          (58)         (14)
                                                                    -----------  -----------   -----------  -----------
  
                                                                          8,164        7,782         4,084        3,800
                                                                    -----------  -----------   -----------  -----------
  
  INCOME BEFORE INCOME TAX EXPENSE................................       18,342       16,116        11,748        9,247
  
  INCOME TAX EXPENSE..............................................        9,820        7,641         5,812        4,236
                                                                    -----------  -----------   -----------  ----------- 
  
  NET INCOME......................................................        8,522        8,475         5,936        5,011
  
  ACCUMULATED DEFICIT
  
     Beginning of period .........................................   (1,128,642)  (1,144,253)   (1,126,056)  (1,140,789)
                                                                    -----------  -----------   -----------  ----------- 
  
     End of period................................................  ($1,120,120) ($1,135,778)  ($1,120,120) ($1,135,778)
                                                                    ===========  ===========   ===========  ===========
  See notes to condensed consolidated financial statements.
  
                                          3
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
                   CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                     (Unaudited)
  (Dollars in thousands)
                                                                         Six Months Ended June 30,
                                                                            1996          1995
  OPERATING ACTIVITIES
     Net income ....................................................     $  8,522      $  8,475
     Adjustments to reconcile net income to
       net cash provided by operating activities:
       Depreciation and amortization ...............................       52,977        46,590
       Non-cash interest expense ...................................        1,216         1,181
       Deferred income tax expense (benefit) .......................        8,820        (6,223)
                                                                         --------      --------
                                                                           71,535        50,023
       Decrease (increase) in accounts receivable, prepaid charges
         and other and other assets ................................        1,645        (1,112)
       (Decrease) increase in accounts payable and accrued expenses,
         accrued interest and other liabilities ....................      (11,082)        8,141
                                                                         --------      --------
           Net cash provided by operating activities ...............       62,098        57,052
                                                                         --------      --------
  
  FINANCING ACTIVITIES
     Net transactions with affiliates ..............................      (18,184)      (21,810)
                                                                         --------      --------
           Net cash used in financing activities ...................      (18,184)      (21,810)
                                                                         --------      --------
  
  INVESTING ACTIVITIES
     Additions to property and equipment and other .................      (44,069)      (39,037)
     Receipts on Finance Sub securities ............................        3,033         4,598
                                                                         --------      --------
           Net cash used in investing activities ...................      (41,036)      (34,439)
                                                                         --------      --------
  
  INCREASE IN CASH AND CASH EQUIVALENTS ............................        2,878           803
  
  CASH AND CASH EQUIVALENTS, beginning of period ...................        1,386         1,329
                                                                         --------      --------
  
  CASH AND CASH EQUIVALENTS, end of period .........................     $  4,264      $  2,132
                                                                         ========      ========
  See notes to condensed consolidated financial statements.
  
                                          4
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  1.   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  
       Basis of Presentation
       The condensed  consolidated  balance sheet as of December 31, 1995 has been
       condensed  from the audited  balance  sheet as of that date.  The condensed
       consolidated balance sheet as of June 30, 1996, the condensed  consolidated
       statement  of  operations  and  accumulated  deficit  for the six and three
       months  ended  June  30,  1996  and  1995  and the  condensed  consolidated
       statement  of cash  flows for the six months  ended June 30,  1996 and 1995
       have been prepared by Storer Communications,  Inc. (the "Company") and have
       not been audited by the Company's  independent  auditors. In the opinion of
       management,   all   adjustments   (which  include  only  normal   recurring
       adjustments) necessary to present fairly the financial position, results of
       operations and cash flows as of June 30, 1996 and for all periods presented
       have been made.
  
       Certain information and note disclosures normally included in the Company's
       annual financial  statements prepared in accordance with generally accepted
       accounting  principles  have been  condensed  or omitted.  These  condensed
       consolidated  financial  statements  should be read in conjunction with the
       financial  statements and notes thereto included in the Company's  December
       31, 1995 Annual Report on Form 10-K filed with the  Securities and Exchange
       Commission.  The results of operations  for the periods ended June 30, 1996
       are not necessarily indicative of operating results for the full year.
  
  2.   INVESTMENT
  
       As of June 30, 1996 and  December  31,  1995,  the  Company's  unrestricted
       publicly  traded equity  investment,  classified as available for sale, was
       recorded at its estimated  fair value of $19.0  million and $17.9  million,
       respectively,  based on the  quoted  market  prices as of such  dates.  The
       unrealized gain on this investment of $16.0 million and $14.9 million as of
       June 30, 1996 and December 31, 1995, respectively, has been reported in the
       Company's   condensed   consolidated   balance  sheet  as  an  increase  in
       stockholder's equity, net of deferred income taxes of $5.6 million and $5.2
       million, respectively.
  
  3.   RELATED PARTY TRANSACTIONS
  
       The  Company's  programming  costs,  management  fees (based on 6% of gross
       revenues)  and certain  administrative  costs are charged to the Company by
       Comcast  Corporation  ("Comcast"),  the Company's  indirect parent, and its
       subsidiaries.  These costs  totaled $83.7  million,  $75.5  million,  $42.3
       million and $37.9  million for the six and three months ended June 30, 1996
       and 1995, respectively, and are included in operating, selling, general and
       administrative expenses.
  
       Due from affiliates in the Company's condensed  consolidated  balance sheet
       primarily  consists of cash transfers to the Company's  parent under a cash
       management  program,  net of expenses charged to the Company by Comcast and
       its subsidiaries.
  
  4.   STATEMENT OF CASH FLOWS - SUPPLEMENTAL INFORMATION
  
       The Company recognized non-cash dividends on the preferred stock of Comcast
       Storer Finance Sub, Inc. of  approximately  $44.6 million and $38.2 million
       during  the six  months  ended June 30,  1996 and 1995,  respectively.  The
       preferred stock dividends recognized were credited to additional capital in
       the Company's condensed consolidated balance sheet.
  
                                          5
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONCLUDED
                                     (Unaudited)
  
  5.   CONTINGENCIES
  
       The Company is subject to claims which arise in the ordinary  course of its
       business and other legal  proceedings.  In the opinion of  management,  the
       amount  of  ultimate  liability  with  respect  to these  actions  will not
       materially  affect the  financial  position or results of operations of the
       Company.
  
       The Company has settled the majority of outstanding proceedings challenging
       its rates charged for  regulated  cable  services.  In December  1995,  the
       Federal  Communications  Commission  ("FCC")  adopted an order  approving a
       negotiated  settlement of rate  complaints  pending against the Company for
       cable programming service tiers ("CPSTs") which provided approximately $3.9
       million in refunds, plus interest, being given in the form of bill credits,
       to approximately 490,000 of the Company's cable subscribers.  Approximately
       $2.6 million and $1.4 million of bill credits for such  refunds,  including
       interest,  were given  during the six and three months ended June 30, 1996,
       respectively.  This FCC order  resolved the Company's  benchmark rate cases
       covering the period  September  1993  through  July 1994 and the  Company's
       cost-of-service  cases for CPSTs covering the period September 1993 through
       December 1995. As part of the negotiated settlement,  the Company agreed to
       forego certain  inflation and external cost adjustments for systems covered
       by its cost-of-service filings for CPSTs. The FCC's order has been appealed
       to a federal  appellate court by a local  franchising  authority whose rate
       complaint  against Comcast was resolved by the negotiated  settlement.  The
       Company  currently is seeking to justify rates for basic cable services and
       equipment in certain of its cable  systems in the State of  Connecticut  on
       the  basis of a  cost-of-service  showing.  The  State of  Connecticut  has
       ordered  the  Company  to  reduce  such  rates  and  to  make   refunds  to
       subscribers.  The Company has appealed the Connecticut decision to the FCC.
       The Company's  management  believes  that the ultimate  resolution of these
       pending  regulatory  matters will not have a material adverse impact on the
       Company's financial position or results of operations.
  
                                          6
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF OPERATIONS
  
  Liquidity and Capital Resources
  
  The Company's  business is capital  intensive and continually  requires cash for
  development  and  expansion.  The  Company has  historically  met its cash needs
  through its cash and cash equivalents,  cash flows from operating  activities as
  well as interest and principal  received on certain securities issued by Comcast
  Storer  Finance  Sub,  Inc.,  an indirect  wholly  owned  subsidiary  of Comcast
  Corporation, to the Company (the "Finance Sub Securities").
  
  The Company  believes  that it will be able to meet its  current  and  long-term
  liquidity needs and capital requirements,  including fixed charges,  through its
  cash  flows  from  operating  activities,  existing  cash and cash  equivalents,
  interest and principal received on the Finance Sub Securities,  amounts due from
  affiliates and other external financing.
  
  Results of Operations
  
  Summarized  consolidated  financial  information for the Company for the six and
  three  months  ended June 30, 1996 and 1995 is as follows  (dollars in millions,
  "NM" denotes percentage is not meaningful):
  Six Months Ended
                                                             June 30,            Increase
                                                        1996       1995         $         %
  Service income ...............................     $  213.5    $  194.3   $  19.2      9.9%
  Operating, selling, general and administrative
     expenses ..................................        134.0       123.8      10.2      8.2
                                                     --------    --------
  
  Operating income before depreciation and
     amortization (a) ..........................         79.5        70.5       9.0     12.8
  Depreciation and amortization ................         53.0        46.6       6.4     13.7
                                                     --------    --------
  Operating income .............................         26.5        23.9       2.6     10.9
                                                     --------    --------
  Interest expense .............................          8.3         7.8       0.5      6.4
  Investment income and other ..................         (0.1)                  0.1       NM
  Income tax expense ...........................          9.8         7.6       2.2     28.9
                                                     --------    --------
  Net income ...................................     $    8.5    $    8.5   $             NM
                                                     ========    ========
  (a) See footnote (1) on page 8.
  7
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  Three Months Ended
                                                                          June 30,                  Increase
                                                                     1996         1995           $             %
  Service income............................................         $109.6        $98.9        $10.7        10.8%
  Operating, selling, general and administrative
     expenses...............................................           67.1         61.0          6.1        10.0
                                                                     ------        -----
  Operating income before depreciation and
     amortization (1) ......................................           42.5         37.9          4.6        12.1
  Depreciation and amortization.............................           26.7         24.9          1.8         7.2
                                                                     ------        -----
  Operating income..........................................           15.8         13.0          2.8        21.5
                                                                     ------        -----
  Interest expense..........................................            4.1          3.8          0.3         7.9
  Investment income and other...............................
  Income tax expense........................................            5.8          4.2          1.6        38.1
                                                                     ------        -----
  Net income................................................           $5.9         $5.0         $0.9        18.0%
                                                                     ======        =====
  (1)  Operating income before  depreciation and amortization is commonly referred
       to in the Company's  business as "operating cash flow." Operating cash flow
       is a measure  of a  company's  ability  to  generate  cash to  service  its
       obligations, including debt service obligations, and to finance capital and
       other  expenditures.  In part due to the  capital  intensive  nature of the
       Company's  business  and  the  resulting   significant  level  of  non-cash
       depreciation  and amortization  expense,  operating cash flow is frequently
       used as one of the bases for evaluating the Company's  business.  Operating
       cash flow does not purport to represent  net income or net cash provided by
       operating  activities,  as those terms are defined under generally accepted
       accounting  principles,  and should not be considered as an  alternative to
       such measurements as an indicator of the Company's performance.
  Of the $19.2 million and $10.7 million  increases in service  income for the six
  and three months  periods  from 1995 to 1996,  $4.8 million and $2.2 million are
  attributable  to subscriber  growth,  $12.3  million and $7.5 million  relate to
  increases in rates and $2.1  million and $1.0 million  relate to growth in other
  product offerings.
  
  Of the $10.2 million and $6.1 million increases in operating,  selling,  general
  and  administrative  expenses  for the six and three month  periods from 1995 to
  1996, $6.1 million and $3.2 million are attributable to increases in the cost of
  cable  programming  as a result of  subscriber  growth,  additional  programming
  offerings  and changes in rates and $4.1  million and $2.9  million  result from
  increases  in the  cost of  labor  and  other  volume  related  expenses.  It is
  anticipated  that the Company's cost of cable  programming  will increase in the
  future as cable  programming  rates  increase  and  additional  sources of cable
  programming become available.
  
  The $6.4 million and $1.8 million  increases in  depreciation  and  amortization
  expense for the six and three month  periods from 1995 to 1996 are primarily due
  to the effects of capital  expenditures and the rebuild and upgrade,  in certain
  areas, of the Company's cable plant.
  
  For the six and  three  months  ended  June 30,  1996 and  1995,  the  Company's
  earnings before income tax expense and fixed charges (interest expense) of $26.7
  million, $24.0 million, $15.9 million and $13.1 million, respectively,  exceeded
  its fixed charges of $8.3 million,  $7.8 million, $4.1 million and $3.8 million,
  respectively.
  
  The  Company  believes  that  its  operations  are not  materially  affected  by
  inflation.
  
                                          8
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
  Regulatory Developments
  
  The Company has settled the majority of outstanding  proceedings challenging its
  rates  charged for  regulated  cable  services.  In December  1995,  the Federal
  Communications  Commission  ("FCC")  adopted  an order  approving  a  negotiated
  settlement of rate complaints  pending against the Company for cable programming
  service tiers  ("CPSTs") which provided  approximately  $3.9 million in refunds,
  plus interest, being given in the form of bill credits, to approximately 490,000
  of the Company's cable subscribers.  Approximately $2.6 million and $1.4 million
  of bill credits for such refunds,  including interest, were given during the six
  and three months ended June 30, 1996, respectively.  This FCC order resolved the
  Company's  benchmark rate cases covering the period  September 1993 through July
  1994 and the  Company's  cost-of-service  cases for CPSTs  covering  the  period
  September 1993 through December 1995. As part of the negotiated settlement,  the
  Company agreed to forego  certain  inflation and external cost  adjustments  for
  systems covered by its  cost-of-service  filings for CPSTs.  The FCC's order has
  been  appealed to a federal  appellate  court by a local  franchising  authority
  whose rate complaint against Comcast was resolved by the negotiated  settlement.
  The Company  currently is seeking to justify rates for basic cable  services and
  equipment  in certain of its cable  systems in the State of  Connecticut  on the
  basis of a  cost-of-service  showing.  The State of Connecticut  has ordered the
  Company to reduce such rates and to make refunds to subscribers. The Company has
  appealed the Connecticut  decision to the FCC. The Company's management believes
  that the ultimate resolution of these pending regulatory matters will not have a
  material  adverse  impact on the  Company's  financial  position  or  results of
  operations.
  
  PART II. OTHER INFORMATION
  
  ITEM 1. Legal Proceedings
  
       The  Company  is not  party to  litigation  which,  in the  opinion  of the
       Company's management,  will have a material adverse effect on the Company's
       financial position or results of operations.
  
  ITEM 6. Exhibits and Reports on Form 8-K
  
       (a)  Exhibits required to be filed by Item 601 of Regulation S-K:
  
            27.1 Financial Data Schedule.
  
       (b)  Reports on Form 8-K - None.
  
                                          9
  STORER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      FORM 10-Q
                             QUARTER ENDED JUNE 30, 1996
  
                                      SIGNATURE
  
           Pursuant to the  requirements  of the  Securities  and  Exchange Act of
  1934,  the  Registrant has duly caused this report to be signed on its behalf by
  the undersigned thereunto duly authorized.
  
                                     STORER COMMUNICATIONS, INC.
                                     ---------------------------------------------
  
                                     /s/ LAWRENCE S. SMITH
                                     ---------------------------------------------
                                     Lawrence S. Smith
                                     Senior Vice President
                                     Accounting and Administration
                                     (Chief Accounting Officer)
  
  Date: August 14, 1996
  
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