Exhibit 3.2
AMENDED AND RESTATED
CODE OF BY-LAWS
OF
EMMIS COMMUNICATIONS CORPORATION
Effective March 1, 1994
(As Amended Through July 16, 1998)
ARTICLE I
Identification and Offices
Section 1.1. Name. The name of the Corporation is Emmis Communications Corporation (hereinafter referred to
as the "Corporation").
Section 1.2. Registered Office. The registered office and registered agent of the Corporation is as provided and
designated in the Corporation's Amended and Restated Articles of Incorporation, as the same may be amended
from time to time (the "Articles"). The Board of Directors may, from time to time, change its registered office or
registered agent . On or before the day that any such change is to become effective, a certificate of such change
shall be filed with the Secretary of State of the State of Indiana.
Section 1.3. Other Offices. The Corporation may establish and maintain such other offices, within or without the
State of Indiana, as are from time to time authorized by the Board of Directors. The principal office of the
Corporation is 950 North Meridian Street, Suite 1200, Indianapolis, Indiana 46204.
ARTICLE II
Meetings of Shareholders
Section 2.1. Place of Meeting. All meetings of the shareholders of the Corporation (the "Shareholders") shall be
held at the principal office of the Corporation in the State of Indiana or at such other place within or without the
State of Indiana as may be fixed from time to time by the Board of Directors, the Chairman of the Board or the
President.
Section 2.2. Annual Meeting. The annual meeting of the Shareholders shall be held each year during the last five
(5) business days of June for the purpose of electing Directors and for the transaction of such other business as
may properly come before the annual meeting. If for any reason an annual meeting is not held during the time
period herein provided, such annual meeting maybe held at any time thereafter, or the business to be transacted at
such annual meeting may be tran