Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  KRAMER LOUISE C
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2013
3. Issuer Name and Ticker or Trading Symbol
ENTERCOM COMMUNICATIONS CORP [ETM]
(Last)
(First)
(Middle)
C/O ENTERCOM COMMUNICATIONS CORP., 401 CITY AVENUE, SUITE 809
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President - Radio Group
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BALA CYNWYD, PA 19004
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, par value $.01 per share 186,119
D
 
Class A Common Stock, par value $.01 per share 4,600
I
By Trust and By Spouse (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) 02/10/2010(1) 02/09/2019 Class A Common Stock 50,000 $ 1.34 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KRAMER LOUISE C
C/O ENTERCOM COMMUNICATIONS CORP.
401 CITY AVENUE, SUITE 809
BALA CYNWYD, PA 19004
      President - Radio Group  

Signatures

Louise C, Kramer by Andrew P. Sutor, IV, Authorized Signer 04/03/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) 12,500 of these options became exercisable on February 10, 2010; 12,500 of these options became exercisable on February 10, 2011; 12,500 of these options became exercisable on February 10, 2012; and 12,500 became exercisable on February 10, 2013.
(2) These shares are indirectly beneficially owned by the Reporting Person as follows: (i) 2,000 shares held by the Reporting Person as a trustee of a trust established for the benefit of the spouse of the Reporting Person; and (ii) 2,600 shares held by the spouse of the Reporting person as a trustee of a trust establised for the benefit of the Reporting Person.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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