UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. __)* Salem Communications Corporation - ------------------------------------------------------------------------------- (Name of Issuer) Class A Common Stock, par value $0.01 per share - ------------------------------------------------------------------------------- (Title of Class of Securities) 794093 10 4 - ------------------------------------------------------------------------------- (CUSIP Number) Jonathan L. Block Salem Communications Corporation 4880 Santa Rosa Road, Suite 300 Camarillo, CA 93012 (805) 987-0400 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 24, 2000 - ------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes.) 2 - ------------------------------------------------------------------------------- (1) Name of Reporting Persons: I.R.S. Identification Nos. of above persons (entities only): Edward G. Atsinger III, as Trustee of (i) the Edward G. Atsinger III Trust, U/D/T dated June 18, 1997; (ii) the E. Atsinger 1999 Trust No. 1, U/D/T dated March 31, 1999; and (iii) the M. Atsinger 1999 Trust No. 1, U/D/T dated March 31, 1999.** - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] - ------------------------------------------------------------------------------- (3) SEC Use Only: - ------------------------------------------------------------------------------- (4) Source of Funds (See Instructions): PF - ------------------------------------------------------------------------------- (5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): [ ] - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization: United States of America - ------------------------------------------------------------------------------- (7) SOLE VOTING POWER NUMBER OF 4,545,530 shares SHARES ---------------------------------------- BENEFICIALLY (8) SHARED VOTING POWER OWNED BY 0 EACH ---------------------------------------- REPORTING (9) SOLE DISPOSITIVE POWER PERSON 4,545,530 shares WITH ---------------------------------------- (10) SHARED DISPOSITIVE POWER 0 (11) Aggregate Amount Beneficially Owned by Each Reporting Person: 4,545,530 - ------------------------------------------------------------------------------ (12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): [ ] - ------------------------------------------------------------------------------ (13) Percent of Class Represented by Amount in Row (11): 25.4% - ------------------------------------------------------------------------------ (14) Type of Reporting Person (See Instructions): OO (Trustee) - ------------------------------------------------------------------------------ - ---------------------------------- **Edward G. Atsinger III, Trustee, previously filed a statement on Schedule 13G, dated February 14, 2000. 3 ITEM 1. SECURITY AND ISSUER This Statement on Schedule 13D (this "Statement") relates to Class A Common stock, $0.01 par value per share ("Common Stock"), of Salem Communications Corporation, a Delaware corporation (the "Issuer"). The address of the Issuer's principal executive offices is 4880 Santa Rosa Road, Suite 300, Camarillo, California 93012. ITEM 2. IDENTITY AND BACKGROUND (a) The name of the person filing this Statement is Edward G. Atsinger III (the "Reporting Person"). (b) The address of the principal business office of the Reporting Person is 4880 Santa Rosa Road, Suite 300, Camarillo, California 93012. (c) The Reporting Person is the President and Chief Executive Officer of the Issuer and a member of its Board of Directors. (d) The Reporting Person has not been convicted in any criminal proceedings during the past five (5) years. (e) The Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the past five (5) years. (f) The Reporting Person is a citizen of the United States of America. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION All of the Reporting Person's purchases of Common Stock were made Using personal funds. Since March 2000, an aggregate of $5,184,820.50 of the Reporting Person's personal funds were used to purchase 461,834 shares of Common Stock. ITEM 4. PURPOSE OF TRANSACTION The Reporting Person has acquired the Common Stock for investment Purposes only and currently has no plans or proposals that relate to or would result in the occurrence of any of the transactions or events specified in clauses (a) through (j) of Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The aggregate number of shares of Common Stock beneficially owned by the Reporting Person is 4,545,530, which represents 25.4% of the Common Stock outstanding. For purposes of calculating this percentage, the figure for the Common Stock outstanding was taken from the Issuer's latest Quarterly Report on Form 10-Q for the period ended September 30, 2000. (b) The Reporting Person has: 1) 4,545,530 shares as to which he has sole power to vote or to direct the vote; 2) 0 shares as to which he has shared power to vote or to direct the vote; 3) 4,545,530 shares as to which he has sole power to dispose or to direct the disposition; and 4) 0 shares as to which he has shared power to dispose or to direct the disposition. (c) Within the 60-day period prior to filing this Statement, the Reporting Person has not engaged in any transaction involving shares of Common Stock. However, within the 60-day period after the triggering event on November 24, 2000, which necessitated the filing of this Statement, the Reporting Person used $2,318,625 in personal funds to purchase 229,000 shares of Common Stock for the Edward G. Atsinger III Trust. (d) Not applicable. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER There are no contracts, arrangements, understandings or relationships with respect to the Common Stock that require disclosure pursuant to this Item 6. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. 4 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated as of February 13, 2001 /s/ Edward G. Atsinger III - --------------------------------------------------- Edward G. Atsinger III, as Trustee for: The Edward G. Atsinger III Trust, U/D/T dated June 18, 1997 (###-##-####); The E. Atsinger 1999 Trust No. 1, U/D/T dated March 31, 1999 (###-##-####); and The M. Atsinger 1999 Trust No. 1, U/D/T dated March 31, 1999 (###-##-####).