Federal Communications Commission
Washington, D.C. 20554
Approved by OMB
3060-0010 (June 2002)
FCC 323
FOR FCC USE ONLY
 
OWNERSHIP REPORT FOR COMMERCIAL BROADCAST STATIONS

Read INSTRUCTIONS Before Filling Out Form

FOR COMMISSION USE ONLY
FILE NO.

BOA - 20080331AAI
Section I - General Information
1. Legal Name of the Applicant 
DAVIDSON MEDIA STATION WMDB LICENSEE, LLC
Mailing Address
P.O. BOX 2368
City
DAVIDSON
State or Country (if foreign address)
NC
ZIP Code
28036 -
Telephone Number (include area code)
7049873585
E-Mail Address (if available) 
RJONES@DAVIDSONMEDIAGROUP.COM
FCC Registration Number:
0013936612
Call Sign 
WMDB
Facility ID Number 
3540
2. Contact Representative (if other than Licensee/Permittee)
FRANCISCO R. MONTERO, ESQ.
Firm or Company Name
FLETCHER, HEALD & HILDRETH, P.L.C.
Telephone Number (include area code)
7038120400
E-Mail Address (if available)
MONTERO@FHHLAW.COM
3. Name of entity, if other than licensee or permittee, for which report is filed

Mailing Address


City
State or Country (if foreign address)
ZIP Code
-
Telephone Number (include area code)
E-Mail Address (if available)
4. If this application has been submitted without a fee, indicate reason for fee exemption (see 47 C.F.R. Section 1.1114):
Governmental Entity Fee-exempt Report Other
N/A (Fee Required)



Section II - Ownership Information

5.

a. Biennial b. Transfer of Control or Assignment of License/Permit c. Other
d. Amendment to pending application


for the following stations:

[Enter Station Information]


Station List


This Report is filed for the following stations:

Call Letters
Facility ID Number
Location (City/State)
Class of service
WMDB 3540 NASHVILLE TN AM



All of the information furnished in this Report is accurate as of 03/20/2008 (Date must comply with 47 C.F.R. Section 73.3615(a), i.e., information must be current within 60 days of filing of this report, when 5(a) below is checked.)

This Report is filed for (check one)
6.
Respondent is:
Sole proprietorship Not-for-profit corporation Limited partnership
For-profit corporation General partnership Other
If "Other", describe nature of the respondent in an Exhibit.
[Exhibit 1]
7.
List all contracts and other instruments required to be filed by 47 C.F.R. Section 73.3613.   (Only licensees, permittees, or a reporting entity with a majority interest in or that otherwise exercises de facto control over the subject licensee or permittee shall respond.)

[Enter Contract/Instrument Information]


Contracts/Instruments Information


List all contracts and other instruments required to be filed by 47 C.F.R. Section 73.3613. (Only licensees, permittees, or a reporting entity with a majority interest in or that otherwise exercises de facto control over the subject shall respond.)

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF FORMATION STATE OF DELAWARE 04/25/2005

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
LIMITED LIABILITY COMPANY AGREEMENT DAVIDSON MEDIA STATION WMDB LICENSEE, LLC 04/25/2005

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
NOTE PURCHASE AGREEMENT CAPSTREET II, L.P., CAPSTREET PARALLEL II, L.P., CITICORP NORTH AMERICA, INC., MERCURY CAPITAL PARTNERS III, L.P., HILLMAN DMG LLC, ASTRON SERVICES, LLC, BLACK ENTERPRISE/GREENWICH STREET CORPORATE GROWTH PARTNERS, LLC 04/30/2004

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SECURITY AGREEMENT DAVIDSON COLLATERAL AGENT 05/14/2004

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
COLLATERAL AGENCY AGREEMENT DAVIDSON COLLATERAL AGENT, LLC,PETER W. DAVIDSON,CAPSTREET II,L.P.,CAPSTREET PARALLEL II,L.P.,CITICORP NORTH AMERICA,INC.,MERCURY CAPITAL PARTNERS III,L.P.,HILLMAND DMG LLC,ASTRON SERVICS,LLC,BLACK ENTERPRISE/GREENWICH STREET CORPORATE PARTNERS,LLC 05/14/2004

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FINANCING AGREEMENT LLJ CAPITAL PARTNERS, LLC AS AGENT AND THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTIES HERETO 01/28/2005

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SECURITY AGREEMENT LLJ CAPITAL PARTNERS, LLC AS AGENT 01/28/2005

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
PLEDGE AND SECURITY AGREEMENT LLJ CAPITAL PARTNERS, LLC AS AGENT 01/28/2005

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDED AND RESTATED FINANCING AGREEMENT D.B. ZWIRN SPECIAL OPPORTUNITIES FUND, L.P. 01/31/2006


8. Capitalization (Only licensees, permittees, or a reporting entity with a majority interest in or that otherwise exercises de facto control over the subject licensee or permittee shall respond.)

[Enter Capitalization Information]


Capitalization


Capitalization (Only licensees, permittees, or a reporting entity with a majority interest in or that otherwise excercises de facto control over the subject licensee or permittee shall respond.)

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
COMMON UNITS
V
100


9.
(a.) List the respondent, and, if other than a natural person, its officers, directors, stockholders and other entities with attributable interests, non-insulated partners and/or members. If a corporation or partnership holds an attributable interest in the respondent, list separately its officers, directors, stockholders and other entities with attributable interests, non-insulated partners and/or members. Create a separate row for each individual or entity. Attach supplemental pages, if necessary.
[Enter Owner Information]

Owner Information

List the respondent, and, if other than a natural person, its officers, directors, stockholders and other entities with attributable interests, non-insulated partners and/or members. If a corporation or partnership holds an attributable interest in the respondent, list separately its officers, directors, stockholders and other entities with attributable interests, non-insulated partners and/or members. Create a separate row for each individual or entity. Attach supplemental pages, if necessary.
(Read carefully - The numbered items below refer to line numbers in the following table.)
1. Name and address of respondent and each party to the respondent 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 respondent first, officers next, then directors and, thereafter, remaining stockholders and other entities with attributable interests, and partners.
2. Gender (male or female).
3. Ethnicity (check one).
4. Race (select one or more).
5. Citizenship.
6. Positional interest: Officer, director, general partner, limited partner, LLC member, investor/creditor attributable under the Commission's equity/debt plus standard, etc.
7. Percentage of votes.
8. Percentage of total assets (equity debt plus).

1. Name and Address DAVIDSON MEDIA STATION WMDB LICENSEE, LLC, P.O. BOX 2368, DAVIDSON, NC 28036
2. Gender (male or female) N/A
3. Ethnicity (check one) Hispanic or Latino
Not Hispanic or Latino
4. Race (select one or more) American Indian or Alaska Native
Asian
Black or African American
Native Hawaiian or Other Pacific Islander
White
5. Citizenship US
6. Positional Interest RESPONDENT
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address DAVIDSON MEDIA TENNESSEE STATIONS, LLC, P.O. BOX 2368, DAVIDSON, NC 28036
2. Gender (male or female) N/A
3. Ethnicity (check one) Hispanic or Latino
Not Hispanic or Latino
4. Race (select one or more) American Indian or Alaska Native
Asian
Black or African American
Native Hawaiian or Other Pacific Islander
White
5. Citizenship US
6. Positional Interest UNIT HOLDER
7. Percentage of votes 100.00
8. Percentage of total assets (equity debt plus) 100.00

1. Name and Address PETER DAVIDSON, 43 PIERREPONT STREET, BROOKLYN, NY 11201
2. Gender (male or female) Male
3. Ethnicity (check one) Hispanic or Latino
Not Hispanic or Latino
4. Race (select one or more) American Indian or Alaska Native
Asian
Black or African American
Native Hawaiian or Other Pacific Islander
White
5. Citizenship US
6. Positional Interest PRESIDENT OF PARENT ENTITIES
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00


(b) Respondent certifies that equity and financial interests not set forth in response to Question 9(a) are non-attributable. Yes No

N/A

See Explanation in
[Exhibit 2]

(c) Is the respondent or any party holding an attributable interest in the respondent also the holder of an attributable interest in any other broadcast station or in any cable or newspaper entities in the same market or with overlapping signals in the same broadcast service, as described in 47 C.F.R. Sections 73.3555 and 76.501? Yes No
If "Yes", submit an Exhibit identifying the holder of that other attributable interest, listing the call signs, locations and facilities identifiers of such other broadcast stations, and describing the nature and size of the ownership interest and the positions held in the other broadcast, cable or newspaper entities. [Exhibit 3]
(d) Are any of the individuals listed in response to Question 9(a) related as parent-child, husband-wife, brothers and sisters?

Yes No

 

If "Yes", submit an Exhibit setting forth full information as to the family relationship

[Exhibit 4]

(e) Is respondent seeking an attribution exemption for any officer or director with duties unrelated to the licensee or permittee?

If "Yes", submit an Exhibit identifying that individual by name and title, fully describing that individual's duties and responsibilities, and explaining why that individual should not be attributed an interest.

Yes No

[Exhibit 5]



SECTION III - CERTIFICATION


I certify that I am CHAIRMAN OF DAVIDSON MEDIA GROUP, LLC, ULTIMATE PARENT

(Official Title)


of DAVIDSON MEDIA STATION WMDB LICENSEE, LLC

(Exact legal title or name of respondent)


and that I have examined this Report and that to the best of my knowledge and belief, all statements in this Report are true, correct and complete.

(Date of certification must be within 60 days of the date shown in Question 5, Section II and in no event prior to that date.)

Signature
PETER DAVIDSON
Date
03/29/2008
Telephone Number of Respondent (Include area code) 2128136775

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:
TYPE OF ENTITY

LIMITED LIABILITY COMPANY.

Attachment 1


Exhibit 3
Description:
OTHER AUTHORIZATIONS

DAVIDSON MEDIA GROUP, LLC ('DMG'), THE ULTIMATE PARENT COMPANY OF THE RESPONDENT, HOLDS ATTRIBUTABLE INTERESTS IN THE FOLLOWING STATIONS AND LICENSEES:

DAVIDSON MEDIA STATION WWBG LICENSEE, LLC
WWBG(AM), FACILITY ID. 67831, GREENSBORO, NC

DAVIDSON MEDIA STATION WTOB LICENSEE, LLC
WTOB(AM), FACILITY ID. 59270, WINSTON-SALEM, NC

DAVIDSON MEDIA STATION WBZK LICENSEE, LLC
WBZK(AM) FACILITY ID. 74380, YORK, SC

DAVIDSON MEDIA STATION WNOW LICENSEE, LLC
WNOW(AM) FACILITY ID. 10646, MINT HILL, NC

DAVIDSON MEDIA STATION WSGH LICENSEE, LLC
WSGH(AM) FACILITY ID. 72967, LEWISVILLE, NC

DAVIDSON MEDIA STATION WTIK LICENSEE, LLC
WTIK(AM) FACILITY ID. 53105, DURHAM, NC

DAVIDSON MEDIA STATION WXCT LICENSEE, LLC
WXCT(AM) FACILITY ID. 73352, SOUTHINGTON, CT

DAVIDSON MEDIA STATION WKKB LICENSEE, LLC
WKKB(FM) FACILITY ID. 52318, MIDDLETOWN, RI

DAVIDSON MEDIA STATION WVXX LICENSEE, LLC
WVXX(AM) FACILITY ID. 71286, NORFOLK, VA

DAVIDSON MEDIA STATION WREJ LICENSEE, LLC
WREJ(AM), FACILITY ID. 21434, RICHMOND, VA

DAVIDSON MEDIA STATION WVNZ LICENSEE, LLC
WVNZ(AM), FACILITY ID. 52050, RICHMOND, VA

DAVIDSON MEDIA STATION WLEE LICENSEE, LLC
WLEE(AM), FACILITY ID. 50401, RICHMOND, VA

DAVIDSON MEDIA STATION WTOX LICENSEE, LLC
WTOX(AM), FACILITY ID. 129524, GLEN ALLEN, VA

DAVIDSON MEDIA STATION WACM LICENSEE, LLC
WACM(AM), FACILITY ID. 60390, WEST SPRINGFIELD, MA

DAVIDSON MEDIA STATION WSPR LICENSEE, LLC
WSPR(AM), FACILITY ID. 18717, SPRINGFIELD, MA

DAVIDSON MEDIA STATION KCZZ LICENSEE, LLC
KCZZ(AM) FACILITY ID. 57120, MISSION, KS

DAVIDSON MEDIA STATION KCKN LICENSEE, LLC
KDTD(AM), FACILITY ID 33697, KANSAS CITY, KS

DAVIDSON MEDIA STATION KAKS LICENSEE, LLC
KAKS(FM), FACILITY ID. 69858, HUNTSVILLE, AR
K244DS, FACILITY ID. 69859, FAYETTEVILLE, AR

DAVIDSON MEDIA STATION WMDB LICENSEE, LLC
WMDB(AM), FACILITY ID. 3540, NASHVILLE, TN

DAVIDSON MEDIA STATION WNSG LICENSEE, LLC
WNVL(AM), FACILITY ID. 16898, NASHVILLE, TN,

DAVIDSON MEDIA STATION KLBB LICENSEE, LLC
KMNV(AM), FACILITY ID 99, ST. PAUL, MN

DAVIDSON MEDIA STATION KLBP LICENSEE, LLC
KMNQ, FACILITY ID 101, BROOKLYN PARK, MN

DAVIDSON MEDIA STATION WNTS LICENSEE, LLC
WNTS(AM), FACILITY ID 58320, BEECH GROVE, IN

DAVIDSON MEDIA STATION WSPA LICENSEE, LLC
WOLI(AM), FACILITY ID 34388, SPARTANBURG, SC

DAVIDSON MEDIA STATION WOLI LICENSEE, LLC
WOLI-FM, FACILITY ID 73239, EASLEY, SC

DAVIDSON MEDIA STATION WOLT LICENSEE, LLC
WOLT(FM), FACILITY ID 73241, GREER, SC

DAVIDSON MEDIA STATION WSTS LICENSEE, LLC
WSTS(FM), FACILITY ID 53608, FAIRMONT, NC

DAVIDSON MEDIA STATION WEMG LICENSEE, LLC
WEMG(AM), FACILITY ID 74073, CAMDEN, NJ

DAVIDSON MEDIA STATION WSRC LICENSEE, LLC
WRJD(AM), FACILITY ID 17761, DURHAM, NC

DAVIDSON MEDIA STATION WLOU LICENSEE, LLC
WLOU(AM), FACILITY ID 31883, LOUISVILLE, KY

DAVIDSON MEDIA STATION WLLV LICENSEE, LLC
WLLV(AM), FACILITY ID 1125, LOUISVILLE, KY

DAVIDSON MEDIA STATION WTSZ LICENSEE, LLC
WTUV-FM, FACILITY ID 42126, EMINENCE, KY

DAVIDSON MEDIA STATION WTMT LICENSEE, LLC
WTUV(AM), FACILITY ID 30798, LOUISVILLE, KY

DAVIDSON MEDIA STATION WCVG LICENSEE, LLC
WCVG(AM), FACILITY ID 56220, COVINGTON, KY

DAVIDSON MEDIA STATION WLPH LICENSEE, LLC
WRLM(AM), FACILITY ID 726, IRONDALE, AL

DAVIDSON MEDIA STATION WFNO LICENSEE, LLC
WFNO(AM), FACILITY ID 56559, NORCO, LA

DAVIDSON MEDIA STATION WFMO LICENSEE, LLC
WFMO(AM), FACILITY ID 53609, FAIRMONT, NC.

DMG IS ALSO THE APPROVED TRANSFEREE OF GAFFNEY BROADCASTING, INC.,
LICENSEE OF WNOW-FM, FACILITY ID 23006, GAFFNEY, SC
AND WEAC(AM), FACILITY ID 23005, GAFFNEY, SC. (IN FCC FILE NO. BTC-20070504ACV)

PETER DAVIDSON AND KATHERINE MCGHEE ARE ALSO THE SOLE MEMBERS, AND CONTROL BLACKSTRAP BROADCASTING, LLC, LICENSEE OF:
WWZN(AM), FACILITY ID 12789, BOSTON, , MA
AND WSNR(AM), FACILITY ID 61643, JERSEY CITY, NJ.

BLACK ENTERPRISE/GREENWICH STREET CORPORATE GROWTH PARTNERS, L.P., AN ATTRIBUTABLE INVESTOR IN DAVIDSON MEDIA GROUP, LLC, ALSO HAS ATTRIBUTABLE INTERESTS IN THE FOLLOWING STATIONS THROUGH ITS INVESTMENTS IN ACCESS.1 COMMUNICATIONS CORP, THE PARENT OF THE FOLLOWING STATIONS AND LICENSEES:

ACCESS.1 LOUISIANA HOLDING COMPANY, LLC
KBTT(FM), FIN 9221, HAUGHTON, LA
KDKS-FM , FIN 16436 BLANCHARD, LA
KLKL(FM), FIN 13802 MINDEN, LA
KOKA(AM), FIN 9222 SHREVEPORT, LA
KSYR(FM), FIN 9681 BENTON, LA
KTAL-FM, FIN 33728 TEXARKANA, TX

ACCESS.1 NEW JERSEY LICENSE COMPANY, LLC

WGYM(AM), FIN 61110 HAMMONTON, NJ
WJSE(FM), FIN 51575 PETERSBURG, NJ
WMGM(FM), FIN 61100 ATLANTIC CITY, NJ
WMGM-LP, FIN 61109 ATLANTIC CITY, NJ
WMGM-TV, FIN 61111 WILDWOOD, NJ
WOND(AM) , FIN 61102 PLEASANTVILLE, NJ
WTKU(AM) , FIN 30040 PLEASANTVILLE, NJ
WTKU-FM, FIN 3139 OCEAN CITY, NJ

ACCESS.1 NEW YORK LICENSE COMPANY, LLC

WWRL(AM), FIN 68906 NEW YORK, NY

ACCESS. 1 TEXAS LICENSE COMPANY, LLC

KCUL(AM), FIN 18262 MARSHALL, TX
KCUL-FM, FIN 18263 MARSHALL, TX
KFRO(AM), FIN 70455 LONGVIEW, TX
KKUS(FM), FIN 68651 TYLER, TX
KOOI(FM), FIN 70740 JACKSONVILLE, TX
KOYE(FM), FIN FIN 70387 FRANKSTON, TX
KYKX(FM), FIN 54844 LONGVIEW, TX

BLACK ENTERPRISE/GREENWICH STREET CORPORATE GROWTH PARTNERS, L.P., AN ATTRIBUTABLE INVESTOR IN DAVIDSON MEDIA GROUP, LLC, ALSO HAS ATTRIBUTABLE INTERESTS IN THE FOLLOWING STATIONS THROUGH ITS CONTROL OF TAMA BROADCASTING, INC., THE PARENT OF THE FOLLOWING STATIONS AND LICENSEES:

TAMA RADIO LICENSES OF TAMPA, FL., INC., LICENSEE OF:
WTMP, EGYPT LAKE, FL (FAC. ID NO. 74108)
WTMP-FM, DADE CITY, FL (FAC. ID NO. 15239)

TAMA RADIO LICENSES OF SAVANNAH, GA., INC., LICENSEE OF:
WSSJ, STATESBORO, GA (FAC. ID NO. 54805)
WTHG, HINESVILLE, GA (FAC. ID NO. 7816)
WSGA, HINESVILLE, GA (FAC. ID NO. 64428)

TAMA RADIO LICENSES OF JACKSONVILLE, FL, INC., LICENSEE OF:
WFJO, FOLKSTON, GA (FAC. ID NO. 22005)
WHJX, BALDWIN, FL (FAC. ID NO. 52032)
WJSJ, FERNANDINA BEACH, FL (FAC. ID NO. 40483)
WSJF, ST. AUGUSTINE BEACH, FL (FAC. ID NO. 53672)

CHARLES W. BANTA, PETER S. HANDY, AND SANDRA A. MILLER, PRINCIPALS IN THE ULTIMATE PARENT OF MERCURY CAPITAL PARTNERS III, L.P, AN ATTRIBUTABLE INVESTOR IN DAVIDSON MEDIA GROUP, LLC, ALSO HAVE ATTRIBUTABLE INTERESTS IN THE FOLLOWING:

MILLENNIUM ATLANTIC CITY II LICENSE HOLDCO, LLC, WHICH IS THE LICENSEE OF RADIO STATION WXKW(FM), MILLVILLE, NEW JERSEY (FIN: 72981).     

MILLENNIUM SHORE LICENSE HOLDCO, LLC, WHICH IS THE LICENSEE OF RADIO STATIONS WJLK(FM), ASBURY PARK, NEW JERSEY (FIN: 14907), WADB(AM), ASBURY PARK, NEW JERSEY (FIN: 14895), WOBM-FM, TOMS RIVER, NEW JERSEY (FIN: 59508), WOBM(AM), LAKEWOOD TOWNSHIP, NEW JERSEY (FIN: 49295), AND WCHR-FM, MANAHAWKIN, NEW JERSEY (FIN: 24934).   

MILLENNIUM ATLANTIC CITY LICENSE HOLDCO, LLC, WHICH IS THE LICENSEE OF RADIO STATIONS WENJ(AM), ATLANTIC CITY, NEW JERSEY (FIN: 10448), WFPG(FM), ATLANTIC CITY, NEW JERSEY (FIN: 10449), AND WPUR(FM), ATLANTIC CITY, NEW JERSEY (FIN: 54894).

MILLENNIUM CENTRAL NEW JERSEY LICENSE HOLDCO, LLC, WHICH IS THE LICENSEE OF RADIO STATIONS WKXW(FM), TRENTON, NEW JERSEY (FIN: 53458) AND WBUD(AM), TRENTON, NEW JERSEY (53443).

MILLENNIUM EGG HARBOR LICENSE HOLDCO, LLC, WHICH IS THE LICENSEE OF RADIO STATION WSJO(FM), EGG HARBOR CITY, NEW JERSEY (FIN:57357).

MERCURY CAPITAL PARTNERS, L.P., WHICH IS A MEMBER/SPECIAL ADVISOR OF LILLY BROADCASTING HOLDINGS, LLC, WHICH IS THE SOLE MEMBER OF LILLY BROADCASTING, L.L.C. LILLY BROADCASTING, L.L.C. IS THE LICENSEE OF WENY-TV, ELMIRA, NEW YORK (FIN: 71508) AND TELEVISION TRANSLATOR STATIONS W06AR, HORNELL, NEW YORK (FIN: 71511) AND W07BJ, ITHACA, NEW YORK (FIN: 71512).   

CHARLES W. BANTA AND PETER S. HANDY HAVE ATTRIBUTABLE INTERESTS IN:

SUPERIOR BROADCASTING OF DENVER, LLC, WHICH IS THE LICENSEE OF K240CH, CRIPPLE CREEK, COLORADO (FIN: 70823), KSKE-FM, VAIL, COLORADO (FIN: 16269), AND THE PERMITTEE OF KSKE-FM2, GLENWOOD SPRINGS, COLORADO (FIN: 164923). MR. HANDY IS A CLASS B PREFERRED UNITHOLDER IN THE LICENSEE. MR. BANTA SITS ON THE BOARD OF THE LICENSEE.   

IN ADDITION TO THE BROADCAST INTERESTS SET FORTH ABOVE, PETER S. HANDY HAS THE FOLLOWING ATTRIBUTABLE BROADCAST INTERESTS/CONNECTIONS:   

COHAN RADIO GROUP, INC., WHICH IS THE LICENSEE OF THE FOLLOWING BROADCAST STATIONS: WITS(AM), SEBRING, FLORIDA (FIN: 57629), WJCM(AM), SEBRING, FLORIDA (FIN: 73124), WWLL(FM), SEBRING, FLORIDA (FIN: 57627), WWOJ(FM), AVON PARK, FLORIDA (FIN: 27199), AND WWTK(AM), LAKE PLACID, FLORIDA (FIN: 27194). MR. HANDY IS THE MAJORITY STOCKHOLDER AND A DIRECTOR OF THE LICENSEE.

MARATHON MEDIA GROUP, L.L.C., WHICH IS THE LICENSEE OF KLPW-FM, UNION, MISSOURI (FIN: 70301), AND KPLD(FM), KANAB, UTAH (FIN: 55399). MR. HANDY IS A MEMBER OF THE BOARD AND HOLDS A 20% VOTING INTEREST ON THE BOARD OF THE LICENSEE, WHICH IS BOARD CONTROLLED. HE IS ALSO A DIRECTOR OF MARATHON MEDIA, INC., WHICH IS THE SOLE GENERAL PARTNER OF MARATHON MEDIA, L.P. WHICH, IN TURN, IS THE SOLE MEMBER OF THE LICENSEE. MR. HANDY IS ALSO A NONVOTING LIMITED PARTNER IN MARATHON MEDIA, L.P.

CHARLES W. BANTA, PETER S. HANDY, SANDRA A. MILLER AND C. TEO BALBACH ARE ALSO MEMBERS OF MERCURY CAPITAL III GP, LLC, THE GENERAL PARTNER OF MERCURY CAPITAL PARTNERS III, L.P., WHICH HOLDS:

100% OF THE VOTES AND 99% OF THE EQUITY OF THE PRINCIPLE BROADCASTING NETWORK LLC ('PRINCIPLE'), WHICH WHOLLY OWNS (1) THE PRINCIPLE BROADCASTING NETWORK NEW YORK, LLC, LICENSEE OF WLIE(AM), ISLIP, NEW YORK (FIN: 37805); (2) PRINCIPAL BOSTON HOLDCO LLC, LICENSEE OF WESX(AM), SALEM, MASSACHUSETTS (FIN: 49301) AND WJDA(AM), QUINCY, MASSACHUSETTS (FIN: 61159); (3) PRINCIPLE BROADCASTING NETWORK DALLAS LLC, THE PROPOSED ASSIGNEE OF KFCD(AM), FARMERSVILLE, TEXAS (FIN: 43757) AND KHSE(AM), WYLIE, TEXAS (FIN: 133464) (FCC FILE NOS. BAL-20070216ABA ABB); CHARLES W. BANTA, SANDRA A. MILLER, AND C. TEO BALBACH ARE ALSO OFFICERS OF PRINCIPLE AND ITS SUBSIDIARIES.


Attachment 3