THIRD AMENDMENT TO EMPLOYMENT CONTRACT

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                                                                EXHIBIT 10.03.05


                               THIRD AMENDMENT TO
                              EMPLOYMENT CONTRACT

This Third Amendment to Employment Contract is entered into this 26th day of
May, 1999 between SALEM COMMUNICATIONS CORPORATION, a Delaware corporation
("Company"), and XXXX XXXXXXXXX ("Employee").

                                  WITNESSETH:

     WHEREAS, the Company and Employee entered into a contract for the
employment of Employee by Company on November 7, 1991, which contract was
amended on April 22, 1996 and July 8, 1997 (the "Agreement"); and

     WHEREAS, the parties desire to further amend the Agreement.

     NOW THEREFORE, for valuable consideration, the receipt of which is hereby
acknowledged, the parties agree as follows:

     1. Section 3.1 of the Agreement is hereby amended to provide that the
annual base salary of Employee shall be $400,000 effective June 1, 1999.

     2. Except as specifically amended herein, all terms and conditions of the
Agreement shall remain in full force and effect.

Executed as of the date first above written.

SALEM COMMUNICATIONS CORPORATION


By:  /s/ XXXXXX X. XXXXXXXX III                   /s/ XXXX XXXXXXXXX
     ------------------------------               ---------------------------
     Xxxxxx X. Xxxxxxxx III                       Xxxx Xxxxxxxxx