SC 13D/A

UNITED STATES	OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION	OMB Number: 3235-0145
Washington, D.C. 20549	Expires: February 28, 2009
SCHEDULE 13D	Estimated average burden hours per response. . 14.5

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

Spanish Broadcasting System, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

846425882

(CUSIP Number)

Daniel J. Donoghue

Discovery Group I, LLC

191 North Wacker Drive

Suite 1685

Chicago, Illinois 60606

Telephone Number: (312) 265-9600

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 11, 2008

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. p

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-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).

CUSIP No.   846425882
	1.	Names of Reporting Persons Discovery Equity Partners, L.P.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) WC
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 3,423,507
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 3,423,507
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,423,507
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)o
	13.	Percent of Class Represented by Amount in Row (11) 8.3%
	14.	Type of Reporting Person (See Instructions) PN

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CUSIP No.   846425882
	1.	Names of Reporting Persons Discovery Group I, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 3,999,029
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 3,999,029
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,999,029
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)o
	13.	Percent of Class Represented by Amount in Row (11) 9.7%
	14.	Type of Reporting Person (See Instructions) OO

3

CUSIP No.   846425882
	1.	Names of Reporting Persons Daniel J. Donoghue
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 3,999,029
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 3,999,029
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,999,029
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)o
	13.	Percent of Class Represented by Amount in Row (11) 9.7%
	14.	Type of Reporting Person (See Instructions) IN

4

CUSIP No.   846425882
	1.	Names of Reporting Persons Michael R. Murphy
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 3,999,029
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 3,999,029
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,999,029
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)o
	13.	Percent of Class Represented by Amount in Row (11) 9.7%
	14.	Type of Reporting Person (See Instructions) IN

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Item 1.	Security and Issuer
	This Amendment No. 3 to Schedule 13D (“Amendment No. 3”) relates to the Class A Common Stock, par value $0.0001 per share (the “Common Stock”), of Spanish Broadcasting System, Inc., a Delaware corporation (the “Company”), which has its principal executive offices at 2601 South Bayshore Drive, PH II, Coconut Grove, Florida 33133.  This Amendment No. 3 amends and supplements, as set forth below, the information contained in items 1, 4, 5 and 6 of the Schedule 13D filed by the Reporting Persons with respect to the Company on March 3, 2008, as amended by Amendment No. 1 thereto filed by the Reporting Persons with respect to the Company on April 3, 2008 and Amendment No. 2 thereto filed by the Reporting Persons with respect to the Company on May 6, 2008 (as so amended, the “Schedule 13D”).  All capitalized terms used herein but not defined herein have the meanings set forth in the Schedule 13D.  Except as amended by this Amendment No. 3, all information contained in the Schedule 13D is, after reasonable inquiry and to the best of the Reporting Persons’ knowledge and belief, true, complete and correct as of the date of this Amendment No.3.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended by adding the following as the sixth paragraph thereof: On June 11, 2008, Discovery Equity Partners sent a letter to the Board of Directors of the Company demanding, as permitted under Section 220 of the Delaware General Corporation Law, that the Company allow Discovery Equity Partners to examine the results of the stockholder voting for director nominees at the Company’s 2008 Annual Meeting of Stockholders.  The letter was sent in response to the refusal of the Company to disclose at the present time the results of the voting for directors at the 2008 Annual Meeting, notwithstanding requests from Discovery Group and, to its knowledge, other shareholders of the Company.  As previously reported, Discovery Group requested that the Company’s stockholders withhold their votes from all director nominees at the Company’s 2008 Annual Meeting.  The description of the aforementioned letter of Discovery Equity Partners contained in this Schedule 13D is qualified in its entirely by reference to the full text of such letter, which is included as Exhibit 1 to this Amendment No. 3 and is incorporated by reference herein.
Item 5.	Interest in Securities of the Issuer
	Item 5 of the Schedule 13D is amended to read in its entirety as follows: The information concerning percentages of ownership set forth below is based on 41,401,805 shares of Common Stock reported outstanding as of May 7, 2008 in the Company’s most recent Quarterly Report on Form 10-Q, for the period ended March 31, 2008.. Discovery Equity Partners beneficially owns 3,423,507 shares of Common Stock as of June 11, 2008, which represents 8.3% of the outstanding Common Stock. Discovery Group beneficially owns 3,999,029 shares of Common Stock as of June 11, 2008, which represents 9.7% of the outstanding Common Stock. Mr. Donoghue beneficially owns 3,999,029 shares of Common Stock as of June 11, 2008, which represents 9.7% of the outstanding Common Stock.

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	Mr. Murphy beneficially owns 3,999,029 shares of Common Stock as of June 11, 2008, which represents 9.7% of the outstanding Common Stock. Discovery Group is the sole general partner of Discovery Equity Partners and has sole discretionary investment authority with respect to the other Partnership’s investment in the Common Stock.  Discovery Group is also a limited partner in the other Partnership.  Messrs. Donoghue and Murphy are the sole managing members of Discovery Group.  As a consequence, Discovery Group and Messrs. Donoghue and Murphy may be deemed to share beneficial ownership of all of the shares of Common Stock owned by both of the Partnerships, while Discovery Equity Partners shares beneficial ownership with Discovery Group and Messrs. Donoghue and Murphy of only the shares of Common Stock owned by it. There were no transactions in Common Stock effected by the Reporting Persons during the past 60 days. No person other than the Partnerships is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the shares of Common Stock reported herein.
Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is amended to read in its entirety as follows: There are no contracts, arrangements, understandings or relationships (legal or otherwise) between or among any of the Reporting Persons and any other person with respect to any securities of the Company other than the governing documents of Discovery Group and the Partnerships, the margin loan facilities referred to under Item 3 of the Schedule 13D, the Joint Filing Agreements of the Reporting Persons with respect to the Schedule 13D that were included as exhibits thereto, the Joint Filing Agreement of the Reporting Persons with respect to this Amendment No. 3 included as Exhibit 2 to this Amendment No. 3, and the Powers of Attorney granted by Messrs Donoghue and Murphy with respect to reports under Section 13 of the Securities Exchange Act of 1934, as amended, which Powers of Attorney are included as Exhibit 3 and Exhibit 4, respectively, to this Amendment No. 3.
Item 7.	Material to be Filed as Exhibits
	Exhibit 1:	Letter dated June 11, 2008 of Discovery Equity Partners to the Board of Directors of the Company.
	Exhibit 2:	Joint Filing Agreement dated as of June 11, 2008, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy.
	Exhibit 3:	Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008.
	Exhibit 4:	Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

June 11, 2008

Date

DISCOVERY GROUP I, LLC,

for itself and as general partner of
DISCOVERY EQUITY PARTNERS, L.P.

Michael R. Murphy*

Signature

Michael R. Murphy, Managing Member

Name/Title

Daniel J. Donoghue*

Signature

Daniel J. Donoghue

Name/Title

Michael R. Murphy*

Signature

Michael R. Murphy

Name/Title

*By:  /s/ Mark Buckley

          Mark Buckley

Attorney-in-Fact for Daniel J. Donoghue

Attorney-in-Fact for Michael R. Murphy

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Exhibit Index

Exhibit 1	Letter dated June 11, 2008 of Discovery Equity Partners to the Board of Directors of the Company.
Exhibit 2	Joint Filing Agreement dated as of June 11, 2008, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy.
Exhibit 3	Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008.
Exhibit 4	Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

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EX-1

EXHIBIT 1

Daniel J. Donoghue

Managing Partner

1 312 265 9604

ddonoghue@thediscoverygroup.com

June 11, 2008

The Board of Directors

Attn:  Melanie M. Montenegro, Corporate & Finance Counsel

Spanish Broadcasting System Inc.

2601 South Bayshore Drive, PH II

Coconut Grove, FL 33133

Re:  Disclosure of the Results of the 2008 Annual Stockholders Meeting

Dear Sirs:

Discovery Group has made repeated requests for the results of the voting for director nominees at the 2008 Annual Stockholders Meeting which took place on June 3, 2008.  We are also aware of several other large institutional investors that have made similar inquiries.  Spanish Broadcasting System has refused to provide the requested information.

We suspect that the results will show that a significant percentage of your Class A stockholders withheld their votes for the director nominees.  Perhaps you feel that disclosing those results will be yet another indictment of the mismanagement and poor governance of Spanish Broadcasting System.  To avoid further embarrassment, we understand that you plan to bury the results in the arcana of a filing with the Securities and Exchange Commission to be made as late as August 2008.  That approach would be yet another in a long history of disingenuous tactics designed to shield management and the Board from public scrutiny of their self-serving practices.  We believe public stockholders have a right to be apprised of such important information, and that the Company has a duty to disclose such information, in clear terms and in a timely manner.

Therefore, Discovery Equity Partners, L.P. (“Discovery”), as a stockholder of Spanish Broadcasting System (“SBS”), demands under Section 220 of the Delaware General Corporation law that SBS allow Discovery, its counsel, and/or other representatives to examine and to make copies and extracts of all records of SBS setting forth the results of the voting for directors at the 2008 Annual

Stockholder Meeting, including without limitation any reports of the inspector(s) of election for the meeting under Section 231 of the Delaware General Corporation law.

Discovery, which beneficially owns 3,423,507 shares of SBS’s Class A Common Stock as of the date of this letter, makes this demand in its capacity as a stockholder of the Company.  As documentary evidence of such beneficial ownership by Discovery we have enclosed herewith Discovery’s most recent brokerage statement relating to our SBS investment.

The purpose of the inspection demand set forth above is to enable Discovery, as a stockholder of SBS, to learn the results of the stockholder voting for director nominees at the June 3, 2008 Annual Stockholders Meeting and to communicate with other stockholders of SBS regarding such results.

Discovery affirms that the statements regarding its beneficial ownership of SBS Class A Common Stock and its purpose in making the inspection demand in this letter are true, and that the documentary evidence of beneficial ownership of SBS Class A Common Stock by Discovery provided by Discovery to SBS herewith is a true and correct copy of what it purports to be, in each case under penalty of perjury under the laws of the United States.

Sincerely,

Discovery Equity Partners, L.P.
By:	Discovery Group I, LLC,
	its General Partner
By:	/s/ Daniel J. Donoghue
	Daniel J. Donoghue
	Managing Member

Enclosures:

Discovery Group brokerage statement indicating SBSA holdings

EX-2

EXHIBIT 2

JOINT FILING AGREEMENT

The undersigned hereby agree to the joint filing of the Amendment No. 3 to Schedule 13D to which this Agreement is attached.

Dated:  June 11, 2008

DISCOVERY GROUP I, LLC
for itself and as general partner of
DISCOVERY EQUITY PARTNERS, L.P.
By	Michael R. Murphy*
	Michael R. Murphy
	Managing Member
Daniel J. Donoghue*
Daniel J. Donoghue
Michael R. Murphy*
Michael R. Murphy
*By:		/s/ Mark Buckley
		Mark Buckley
		Attorney-in-Fact for Daniel J. Donoghue
		Attorney-in-Fact for Michael R. Murphy

EX-3

EXHIBIT 3

POWER OF ATTORNEY

The undersigned, Daniel J. Donoghue, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact and agent.

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 28th day of April, 2008.

/s/ Daniel J. Donoghue

Daniel J. Donoghue

STATE OF ILLINOIS	)
	) SS.
COUNTY OF COOK	)

I, Kareema M. Cruz, a Notary Public in and for the County of Cook, State of Illinois, DO HEREBY CERTIFY that Daniel J. Donoghue, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

Given under my hand and notarial seal, this 28th day of April, 2008.

/s/ Kareema M. Cruz

Notary Public

EX-4

EXHIBIT 4

POWER OF ATTORNEY

The undersigned, Michael R. Murphy, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact and agent.

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 28th day of April, 2008.

/s/ Michael R. Murphy

Michael R. Murphy

STATE OF ILLINOIS	)
	) SS.
COUNTY OF COOK	)

I, Kareema M. Cruz, a Notary Public in and for the County of Cook, State of Illinois, DO HEREBY CERTIFY that Michael R. Murphy, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

Given under my hand and notarial seal, this 28th day of April, 2008.

/s/ Kareema M. Cruz

Notary Public