Federal Communications Commission
Washington, D.C. 20554
Approved by OMB
3060-0031 (June 2014)
FCC 315
FOR FCC USE ONLY
 
APPLICATION FOR CONSENT TO TRANSFER CONTROL OF ENTITY HOLDING BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE

Read INSTRUCTIONS Before Filling Out Form

FOR COMMISSION USE ONLY
FILE NO.

BTC - 20051207ADA
Section I - General Information
1. Legal Name of the Licensee/Permittee
JEFFERSON-PILOT COMMUNICATIONS COMPANY OF FLORIDA
Mailing Address
20450 NORTHWEST SECOND AVENUE

City
MIAMI
State or Country (if foreign address)
FL
Zip Code
33169 -
Telephone Number (include area code)
3055215100
E-Mail Address (if available)
DCOLLINS@JPC.COM
FCC Registration Number:
0008105082
Call Sign
WAXY
Facility ID Number
30837
2. Contact Representative (if other than licensee/permittee)
JAMES R. BAYES
Firm or Company Name
WILEY REIN & FIELDING LLP
Mailing Address
1776 K STREET, NW

City
WASHINGTON
State or Country (if foreign address)
DC
ZIP Code
20006 -
Telephone Number (include area code)
2027197000

E-Mail Address (if available)
JBAYES@WRF.COM
3. If this application has been submitted without a fee, indicate reason for fee exemption (see 47 C.F.R. Section 1.1114):
Governmental Entity Noncommercial Educational Licensee/Permittee Other
N/A (Fee Required)
4. Purpose of Application:
Transfer of control of licensee
Transfer of control of permitte
Amendment to pending application

File number of pending application:    -

If an amendment, submit as an Exhibit a listing by Section and Question Number of the portions of the pending application that are being revised. [Exhibit 1]
5.
Were any of the authorizations that are the subject of this application obtained through the Commission's competitive bidding procedures (see 47 C.F.R. Sections 1.2111(a) and 73.5001)?
Yes No
If yes, list pertinent authorizations in an Exhibit.
[Exhibit 2]
6.
a. Were any of the authorizations that are the subject of this application obtained through the Commission's point system for reserved channel noncommercial educational stations (see 47 C.F.R. Sections 73.7001 and 73.7003)?

Yes No
b. If yes to 6(a), have all such stations operated for at least 4 years with a minimum operating schedule since grant pursuant to the point system?

Yes No
If no, list pertinent authorizations in an Exhibit and include in the Exhibit a showing that the transaction is consistent with the holding period requirements of 47 C.F.R. Section 73.7005(a). [Exhibit 3]
c. LPFM Licenses Only: Has the licensor held the station license and operated the station for at least three years? Yes No
N/A
7.
a. Were any of the authorizations that are the subject of this application obtained after award of a dispositive Section 307(b) preference using the Tribal Priority, through Threshold Qualifications procedures, or through the Tribal Priority as applied before the NCE fair distribution analysis set forth in 47 C.F.R. § 73.7002(b)?

Yes No
b. If yes to 7(a), have all such stations operated for at least 4 years with a minimum operating schedule since grant?
Yes No

c. If no to 7(b), do both the assignor/transferor and assignee/transferee qualify for the Tribal Priority in all respects?

If no, list pertinent authorizations in an Exhibit and include in the Exhibit a showing that the transaction is consistent with the established Tribal Priority holding period restrictions, or that the policy should be waived.
Yes No

[Exhibit 4]



Section II - Transferor(s)

1. Certification.   Transferor(s) certify that it (they) have answered each question in this application based on its (their) review of the application instructions and worksheets. Transferor(s) further certify that where it (they) have made an affirmative certification below, this certification constitutes its (their) representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets. Yes No
2.
Legal Name of the Transferor
JEFFERSON-PILOT CORPORATION
Mailing Address
100 GREENE STREET

City
GREENSBORO
State or Country (if foreign address)
NC
Zip Code
27420 -
Telephone Number (include area code)
3366913000
E-Mail Address (if available)

3.
Contact Representative (if other than transferor)
JAMES R. BAYES
Firm or Company Name
WILEY REIN & FIELDING LLP
Mailing Address
1776 K STREET, N.W.

City
WASHINGTON
State or Country (if foreign address)
DC
Zip Code
20006 -
Telephone Number (include area code)
2027197000

E-Mail Address (if available)
JBAYES@WRF.COM
If more than one transferor, submit the information requested in questions 2 and 3 for each transferor.
[Exhibit 5]
4. Changes in interests as a result of transfer.

[Enter Changes in Interests Information]



or [Exhibit 6]

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations.

Typed or Printed Name of Person Signing
THERESA M. STONE
Typed or Printed Title of Person Signing
EXECUTIVE VICE PRESIDENT AND CFO
Signature
Date
01/27/2006
WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).



Section III - Licensee/Permittee

1. Certification.  Licensee/permittee certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Licensee further certifies that where it has made an affirmative certification below, this certification constitutes its representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets. Yes No
2. Authorizations to be Assigned. List the authorized stations and construction permits to be assigned. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be assigned. Include main stations, FM and/or TV translator stations, LPTV stations, FM and/or TV booster stations.

[Enter Station Information]


List the authorized stations and construction permits to be transferred. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be transferred. Include main stations, FM and/or TV translator stations, LPTV stations, FM and/or TV booster stations.

Facility ID Number
Call Sign
or Construction Permit File Number
City
State
30837
WAXY
-
SOUTH MIAMI FL

Facility ID Number
Call Sign
or Construction Permit File Number
City
State
30827
WLYF
-
MIAMI FL

Facility ID Number
Call Sign
or Construction Permit File Number
City
State
30840
WMXJ
-
POMPANO BEACH FL


 
3. Agreements to Transfer Control of Station. Licensee/permittee certifies that:
a. it has placed in its public inspection file(s) and submitted an an exhibit to this item copies of all agreements to transfer control of the station(s);
b. these documents embody the complete and final understanding between transferor(s) and transferee(s); and
c. these agreements comply fully with the Commission's rules and policies.
Exhibit Required
Yes No

See Explanation in
[Exhibit 7]

4. Other Authorizations. List call signs, locations and facility identifiers of all other broadcast stations in which licensee/permittee or any party to the application has an attributable interest. N/A

[Exhibit 8]

5. Character Issues. Licensee/permittee certifies that neither licensee/permittee nor any party to the application has or has had any interest in, or connection with:
a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or
b. any pending broadcast application in which character issues have been raised.
Yes No

See Explanation in
[Exhibit 9]

6. Adverse Findings. Licensee/permittee certifies that, with respect to the licensee/permittee and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination. Yes No

See Explanation in
[Exhibit 10]

7. Local Public Notice. Licensee/permittee certifies that it has or will comply with the public notice requirements of 47 C.F.R. Section 73.3580. Yes No
8. Auction Authorization. Licensee/permittee certifies that more than five years have passed since the issuance of the construction permit for the station being assigned, where that permit was acquired in an auction through the use of a bidding credit or other special measure. Yes No
N/A

See Explanation in
[Exhibit 11]

9. Anti-Drug Abuse Act Certification. Licensee/permittee certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862. Yes No
10. Anti-Discrimination Certification. Licensee/permittee certifies that neither licensee/permittee nor any party to the application have violated the Commission's prohibition against discrimination on the basis of race, color, religion, national origin or sex in the sale of commercially operated AM, FM, TV, Class A TV or international broadcast stations. Yes No
N/A
See Explanation in
[Exhibit 12]

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations.

Typed or Printed Name of Person Signing
LEON E. PORTER
Typed or Printed Title of Person Signing
VICE PRESIDENT/SECRETARY
Signature
Date
01/27/2006
WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).



Section IV - Transferee(s)

1. Certification.   Transferee(s) certify that it (they) have answered each question in this application based on its (their) review of the application instructions and worksheets. Transferee(s) further certify that where it (they) have made an affirmative certification below, this certification constitutes its (their) representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets. Yes No
2.
Legal Name of the Transferee(s)
LINCOLN NATIONAL CORPORATION
Mailing Address
1500 MARKET STREET
SUITE 3900

City
PHILADELPHIA
State or Country (if foreign address)
PA
Zip Code
19102 - 2112
Telephone Number (include area code)
2154481400
E-Mail Address (if available)

3.
Contact Representative (if other than transferee)
RICHARD RUBIN
Firm or Company Name
LEBOEUF, LAMB, GREENE & MACRAE LLP
Mailing Address
1875 CONNECTICUT AVE., N.W.

City
WASHINGTON
State or Country (if foreign address)
DC
Zip Code
20009 - 5715
Telephone Number (include area code)
2029868111

E-Mail Address (if available)

If more than one transferee, submit the information requested in questions 2 and 3 for each transferee. [Exhibit 13]
4. Nature of Applicant. Each transferee is:
an individual a general partnership a for-profit corporation
a limited partnership a not-for-profit corporation a limited liability company (LLC/LC)
other    
a. If "other", describe nature of transferee in an Exhibit. [Exhibit 14]
5. Agreements to Transfer Control of Station. Transferee certifies that:
a. the written agreements in the licensee/permittee's public inspection file and submitted to the Commission embody the complete and final agreement to transfer control of the station(s) specified in Section III, question 2; and
b. these agreements comply fully with the Commission's rules and policies.
Yes No
[Exhibit 15]
6. Parties to the Application.
a. List each transferee, and, if other than a natural person, its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. If a corporation or partnership holds an attributable interest in any transferee, list separately its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. Create a separate row for each individual or entity. Attach additional pages if necessary.
(1) Name and address of the transferee and each party to the application holding an attributable interest (if other than individual also show name, address and citizenship of natural person authorized to vote the stock or holding the attributable interest). List the transferee first, officers next, then directors and, thereafter, remaining stockholders and other entities with attributable interests, and partners. (2) Citizenship.
(3) Positional Interest: Officer, director, general partner, limited partner, LLC member, investor/creditor attributable under the Commission's equity/debt plus standard, etc.
(4) Percentage of votes.
(5) Percentage of total assets (equity plus debt).
[Enter Parties/Owners Information]

6a. Parties to the Application

List each transferee, and, if other than a natural person, its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. If a corporation or partnership holds an attributable interest in any transferee, list separately its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. Create a separate row for each individual or entity.
(1) Name and address of the transferee and each party to the application holding an attributable interest (if other than individual also show name, address and citizenship of natural person authorized to vote the stock or holding the attributable interest). List the transferee first, officers next, then directors and, thereafter, remaining stockholders and other entities with attributable interests, and partners.
(2) Citizenship.
(3) Positional Interest: Officer, director, general partner, limited partner, LLC member, investor/creditor attributable under the Commission's equity/debt plus standard, etc.
(4) Percentage of votes.
(5) Percentage of total assets (equity plus debt).
(1) Name and Address (2) Citizenship (3) Positional Interest (4) Percentage of Votes (5) Percentage of total assets (equity plus debt).
PLEASE SEE EXHIBIT 14.
US
N/A
100
100


b. Applicant certifies that equity interests not set forth above are non-attributable.
Yes No

N/A

See Explanation in
[Exhibit 17]

7. Other Authorizations. List call signs, locations, and facility identifiers of all other broadcast stations in which transferee or any party to the application has an attributable interest. N/A

[Exhibit 18]

8. Multiple Ownership.
a. Is the transferee or any party to the application the holder of an attributable radio or television joint sales agreement or an attributable radio or television time brokerage agreement for the subject station(s) or any other stations in the same market as the station(s) subject to this application?

If "Yes," radio applicants must submit as an Exhibit a copy of each such agreement for radio stations.

Yes No

[Exhibit 19]

b. Transferee certifies that the proposed transfer complies with the Commission's multiple ownership rules and cross-ownership rules.

AM and/or FM Radio Applicants only: If "Yes," submit an Exhibit providing information regarding the market, broadcast station(s), and other information necessary to demonstrate compliance with 47 C.F.R. § 73.3555(a).

All Applicants: If "No," submit as an Exhibit a detailed explanation in support of an exemption from, or waiver of, 47 C.F.R. § 73.3555.

Yes No


[Exhibit 20]

c. Transferee certifies that the proposed transfer:
1. does not present an issue under the Commission's policies relating to media interests of immediate family members;
2. complies with the Commission's policies relating to future ownership interests; and
3. complies with the Commission's restrictions relating to the insulation and nonparticipation of non-party investors and creditors.

Yes No
See Explanation in

[Exhibit 21]

d.
Does the Transferee claim status as an "eligible entity," that is, an entity that qualifies as a small business under the Small Business Administration's size standards for its industry grouping (as set forth in 13 C.F.R. § 121-201), and holds (1) 30 percent or more of the stock or partnership interests and more than 50 percent of the voting power of the corporation or partnership that will own the media outlet; or (2) 15 percent or more of the stock or partnership interests and more than 50 percent of the voting power of the corporation or partnership that will own the media outlet, provided that no other person or entity owns or controls more than 25 percent of the outstanding stock or partnership interests; or (3) more than 50 percent of the voting power of the corporation that will own the media outlet (if such corporation is a publicly traded company)?

All applicants: If "Yes," submit as an Exhibit a detailed showing demonstrating proof of status as an eligible entity.

Yes No


See Explanation in
[Exhibit 22]

e. Does this transfer include a grand-fathered cluster of stations?
All applicants: If "Yes", applicant certifies that it will come in compliance by divesting the necessary station(s) within 12 months of the consummation of this transaction to:

Yes No


A. An Eligible Entity (as defined in Item 8d, above).
Yes No

B. An Irrevocable Trust that will transfer the station(s) to an Eligible Entity.
Yes No

All applicants: If "Yes" to Item 8e A or B: Submit as an Exhibit a copy of the form of irrevocable trust agreement providing for the transfer of the station(s) to an Eligible Entity.

See Explanation in
[Exhibit 23]

9. Character Issues. Transferee certifies that neither transferee nor any party to the application has or has had any interest in, or connection with:
a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or
b. any pending broadcast application in which character issues have been raised.
Yes No

See Explanation in
[Exhibit 24]

10. Adverse Findings. Transferee certifies that, with respect to the transferee and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination. Yes No

See Explanation in
[Exhibit 25]

11. Alien Ownership and Control. Transferee certifies that it complies with the provisions of Section 310 of the Communications Act of 1934, as amended, relating to interests of aliens and foreign governments. Yes No

See Explanation in
[Exhibit 26]

12. Financial Qualifications. Transferee certifies that sufficient net liquid assets are on hand or are available from committed sources to consummate the transaction and operate the station(s) for three months. Yes No

See Explanation in
[Exhibit 27]

13. Program Service Certification. Transferee certifies that it is cognizant of and will comply with its obligations as a Commission licensee to present a program service responsive to the issues of public concern facing the station's community of license and service area. Yes No
14. Auction Authorization. Transferee certifies that where less than five years have passed since the issuance of the construction permit and the permit had been acquired in an auction through the use of a bidding credit or other special measure, it would qualify for such credit or other special measure. Yes No

N/A

See Explanation in
[Exhibit 28]

15. Anti-Drug Abuse Act Certification. Licensee/permittee certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862. Yes No
16. EEO. Does the applicant propose to employ five or more full-time employees?

If the answer is Yes, the applicant must include an EEO program called for in the separate Model EEO Program Report ( FCC Form 396-A)

Yes No

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations. I hereby waive any claim to the use of any particular frequency as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and request an authorization in accordance with this application. (See Section 304 of the Communications Act of 1934, as amended.)

Typed or Printed Name of Person Signing
STEPHEN E. RAHN
Typed or Printed Title of Person Signing
VICE PRESIDENT
Signature
Date
01/27/2006

WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).



Exhibits
Exhibit 1
Description:
NATURE OF AMENDMENT

THE APPLICATION WAS ORIGINALLY FILED ON DECEMBER 7, 2005. ON JANUARY 26, 2006, THE AGREEMENT AND PLAN OF MERGER SUBMITTED AT EXHIBIT 6 TO THE APPLICATION ON FCC FORM 315 FOR CONSENT TO TRANSFER CONTROL OF JEFFERSON-PILOT COMMUNICATIONS COMPANY OF VIRGINIA, LICENSEE OF WWBT(TV), RICHMOND, VA, FROM JEFFERSON PILOT CORPORATION ('JPC') TO LINCOLN NATIONAL CORPORATION ('LNC'), ALSO FILED ON DECEMBER 7, 2005, WAS AMENDED TO SUBSTITUTE LINCOLN JP HOLDINGS, LP, AN INDIANA LIMITED PARTNERSHIP, FOR QUARTZ CORPORATION. LINCOLN JP HOLDINGS, LP WILL BE OWNED 99.9% BY LNC, AS LIMITED PARTNER, AND 0.1% BY THE GENERAL PARTNER, LINCOLN JP COMPANY, LLC, AN INDIANA LIMITED LIABILITY COMPANY AND WHOLLY OWNED SUBSIDIARY OF LNC. FOLLOWING RECEIPT OF COMMISSION APPROVAL, OTHER REGULATORY APPROVALS, AND THE SATISFACTION OF OTHER CONDITIONS, JPC WILL MERGE WITH AND INTO LINCOLN JP HOLDINGS, LP, WHICH WILL BE THE SURVIVING ENTITY. JEFFERSON-PILOT COMMUNICATIONS COMPANY ('JPCC'), THEN, WILL BE OWNED AND CONTROLLED 100 PERCENT BY LINCOLN JP HOLDINGS, LP, WHICH IN TURN WILL BE 100 PERCENT OWNED AND CONTROLLED BY LNC (DIRECTLY AND THROUGH LINCOLN JP COMPANY, LLC). ACCORDINGLY, THE END RESULT WILL REMAIN UNCHANGED. LNC WILL INDIRECTLY CONTROL JPCC AND JPCC'S EIGHT LICENSEE SUBSIDIARIES, INCLUDING THE APPLICANT.

IN LIGHT OF THE FOREGOING, THIS AMENDMENT CHANGES THE FOLLOWING PORTIONS OF THE APPLICATION:

- EXHIBIT 5 (RESPONSIVE TO SECTION II, QUESTION 5)

- EXHIBIT 6 (RESPONSIVE TO SECTION III, QUESTION 3 AND SECTION IV, QUESTION 5), AND

- EXHIBIT 14 (RESPONSIVE TO SECTION IV, QUESTION 6).

Attachment 1


Exhibit 6
Description:
CHANGES IN INTEREST AS A RESULT OF TRANSFER (AMENDED)

PURSUANT TO THE AGREEMENT AND PLAN OF MERGER ('THE AGREEMENT'), DATED AS OF OCTOBER 9, 2005, BY AND AMONG LINCOLN NATIONAL CORPORATION ('LNC'), JEFFERSON-PILOT CORPORATION ('JPC'), AND QUARTZ CORPORATION, AS AMENDED BY AMENDMENT NO. 1, DATED AS OF JANUARY 26, 2006, LNC AND JPC PROPOSE TO MERGE. SPECIFICALLY, JPC WILL MERGE WITH AND INTO LINCOLN JP HOLDINGS, LP, AN INDIANA LIMITED PARTNERSHIP. THAT PARTNERSHIP WILL BE OWNED 99.9 PERCENT BY LNC, AS LIMITED PARTNER, AND 0.1 PERCENT BY LINCOLN JP COMPANY, LLC, AN INDIANA LIMITED LIABILITY COMPANY WHOSE SOLE MEMBER WILL BE LNC, AS GENERAL PARTNER.

UNDER THE TERMS OF THE AGREEMENT, JPC SHAREHOLDERS CAN ELECT TO RECEIVE 1.0906 LNC SHARES OR $55.96 IN CASH FOR EACH JPC SHARE, SUBJECT TO PRORATION. THE AGGREGATE AMOUNT OF THE CASH PAYMENT TO JPC SHAREHOLDERS WILL EQUAL $1.8 BILLION, AND THE TOTAL CASH AND STOCK CONSIDERATION WILL BE APPROXIMATELY $7.5 BILLION. FOLLOWING THE MERGER, JPC SHAREHOLDERS WILL OWN APPROXIMATELY 39 PERCENT OF THE COMBINED COMPANY; CURRENT LNC SHAREHOLDERS WILL OWN THE REMAINING 61 PERCENT.

AS A RESULT OF THE MERGER TRANSACTION, JEFFERSON-PILOT COMMUNICATIONS COMPANY ('JPCC'), PARENT OF THE EIGHT LICENSEE SUBSIDIARIES LISTED IN EXHIBIT NO. 7, WILL BE 100 PERCENT OWNED AND CONTROLLED BY LINCOLN JP HOLDINGS, LP, WHICH, IN TURN, WILL BE 100 PERCENT OWNED AND CONTROLLED BY LNC (DIRECTLY AND THROUGH LINCOLN JP COMPANY, LLC). THUS, LNC WILL INDIRECTLY CONTROL JPCC AND ITS EIGHT LICENSEE SUBSIDIARIES.

Attachment 6


Exhibit 7
Description:
AGREEMENTS TO TRANSFER CONTROL OF STATION (AMENDED)

COPIES OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 9, 2005, BY AND AMONG JEFFERSON-PILOT CORPORATION ('JPC'), LINCOLN NATIONAL CORPORATION ('LNC'), AND QUARTZ CORPORATION, AND AMENDMENT NO. 1 TO SUCH AGREEMENT, DATED AS OF JANUARY 26, 2006, PURSUANT TO WHICH CONTROL OF JPC'S EIGHT INDIRECT SUBSIDIARY LICENSEE CORPORATIONS WILL BE TRANSFERRED TO LNC, ARE ATTACHED TO THE AMENDMENT TO THE APPLICATION ON FCC FORM 315 FOR CONSENT TO TRANSFER CONTROL OF JEFFERSON-PILOT COMMUNICATIONS COMPANY OF VIRGINIA, LICENSEE OF WWBT(TV), RICHMOND, VA FROM JEFFERSON PILOT CORPORATION ('JPC') TO LINCOLN NATIONAL CORPORATION ('LNC') FILED CONCURRENTLY HEREWITH.

THE DISCLOSURE MATERIALS EXCHANGED BY THE PARTIES IN CONNECTION WITH THE AGREEMENT CONTAIN PROPRIETARY INFORMATION THAT IS NOT RELEVANT TO THE COMMISSION'S EVALUATION OF THIS APPLICATION AND HAVE BEEN OMITTED FROM THIS FILING. IN LIGHT OF THE COMMISSION'S DECISION IN APPLICATION OF LUJ, INC. AND LONG NINE, INC., MEMORANDUM OPINION AND ORDER, 17 FCC RCD 16980 (2002), SECTION III, ITEM 3 AND SECTION IV, ITEM 5 OF THIS APPLICATION HAVE BEEN ANSWERED 'NO.'


Attachment 7


Exhibit 8
Description:
OTHER AUTHORIZATIONS

PLEASE SEE ATTACHED.

Attachment 8
Description
OTHER AUTHORIZATIONS


Exhibit 15
Description:
AGREEMENTS TO TRANSFER CONTROL OF STATION

PLEASE SEE EXHIBIT 6.

Attachment 15


Exhibit 16
Description:
PARTIES TO THE APPLICATION (AMENDED)

PLEASE SEE ATTACHED.

Attachment 16
Description
PARTIES TO THE APPLICATION (AMENDED)


Exhibit 18
Description:
OTHER AUTHORIZATIONS

PLEASE SEE EXHIBIT 7.

Attachment 18


Exhibit 20
Description:
MULTIPLE OWNERSHIP

JEFFERSON-PILOT COMMUNICATIONS COMPANY OF FLORIDA IS THE LICENSEE OF 3 RADIO STATIONS IN THE MIAMI-FT. LAUDERDALE-HOLLYWOOD, FL MARKET: WAXY(AM), WLYF(FM), AND WMXJ(FM). ACCORDING TO BIA, ALL 3 STATIONS ARE HOME TO THE MIAMI-FT. LAUDERDALE-HOLLYWOOD, FL ARBITRON METRO (THE 'MIAMI-FT. LAUDERDALE-HOLLYWOOD METRO') AND LICENSED TO COMMUNITIES WITHIN THE MIAMI-FT. LAUDERDALE-HOLLYWOOD METRO. ACCORDINGLY, IN ORDER TO SHOW COMPLIANCE WITH THE COMMISSION'S RADIO STATION MULTIPLE OWNERSHIP LIMITS, THE APPLICANT NEED ONLY SHOW COMPLIANCE BASED ON A COUNT OF STATIONS IN THE MIAMI-FT. LAUDERDALE-HOLLYWOOD METRO.

ACCORDING TO BIA, THERE ARE 54 STATIONS IN THE MIAMI-FT. LAUDERDALE-HOLLYWOOD METRO. THE RELEVANT PORTION OF THE COMMISSION'S RADIO STATION MULTIPLE OWNERSHIP RULE PROVIDES THAT IN A RADIO MARKET WITH 45 OR MORE RADIO STATIONS, A LICENSEE MAY HAVE A COGNIZABLE INTEREST IN LICENSES FOR NO MORE THAN 8 COMMERCIAL RADIO STATIONS IN TOTAL AND NO MORE THAN 5 COMMERCIAL STATIONS IN THE SAME SERVICE (AM OR FM). SEE 47 C.F.R. 73.3555(A)(1)(I). THE APPLICANT'S CLUSTER OF 3 STATIONS - 2 FM AND 1 AM - COMPLIES WITH THESE NUMERICAL LIMITATIONS.

Attachment 20