| BARCELONA | This Spanish city considered a 2022 bid; it had hosted the 1992 Summer Games |
| SARAJEVO | This Bosnian capital considered a 2022 bid; it hosted the 1984 Winter Games while part of Yugoslavia |
| SANTIAGO | South American capital that considered a 2022 bid; it has the mountains but lacked the ice-sports facilities |
| STOCKHOLM | European capital that hosted the 1912 Summer Olympics; its city council nixed a proposed 2022 bid, citing costs |
| POISONPILL | Threatened takeover bid, it is not likely to be a cure (6,4) |
| PAMPLONA | The 'running of the bulls' is the main attraction of the San Fermin festival held in this Spanish city |
| BILBAO | The Guggenheim Museum designed by architect Frank Gehry opened in this Spanish city in 1997 (6) |
| NICE | French city considered the capital of the Cote d'Azur, site of the Promenade des Anglais (4) |
| THE | The complex of buses, trains, light rail, etc, in a city, considered as a whole (3,7,6) |
| GRANADA | The Alhambra Palace is found in this Spanish city |
| OVIEDO | America's film industry would cover this Spanish city in 2000 (6) |
| COBI | Official mascot of the 1992 Summer Olympics in Barcelona (4) |
| TRANSIT | See 38A. The complex of buses, trains, light rail, etc, in a city, considered as a whole (3,7,6) |
| TOLEDO | Poetry collection maybe rejected in this Spanish city |
| LEON | Coward hauled up in this Spanish city |
| SPAIN | Host of the 1992 summer Olympics |
| ROLLERHOCKEY | Demonstration sport at the 1992 Summer Olympics |
| WALDI | What was the name of the first official mascot of the Olympic Games, introduced for the 1972 Summer Games in West Germany? |
| SEATTLE | US city considered to be the birthplace of grunge music |
| OSTEND | Belgian port city considered the railroad 'gateway to Europe' (6) |