Federal Communications Commission
Washington, D.C. 20554
Approved by OMB
3060-0031 (June 2014)
FCC 314
FOR FCC USE ONLY
 
APPLICATION FOR CONSENT TO ASSIGNMENT OF BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE

Read INSTRUCTIONS Before Filling Out Form

FOR COMMISSION USE ONLY
FILE NO.

BAL - 20161026ABB
Section I - General Information
1. Legal Name of the Licensee/Permittee
WXTU LICENSE LIMITED PARTNERSHIP
Mailing Address
3033 RIVIERA DRIVE
SUITE 200

City
NAPLES
State or Country (if foreign address)
FL
Zip Code
34103 -
Telephone Number (include area code)
2392635000
E-Mail Address (if available)
CAROLINE@BBGI.COM
FCC Registration Number:
0003765484
Call Sign
WFNZ
Facility ID Number
53974
2. Contact Representative (if other than licensee/permittee)
SALLY A. BUCKMAN, ESQ.
Firm or Company Name
LERMAN SENTER PLLC
Mailing Address
2001 L STREET, NW
SUITE 400

City
WASHINGTON
State or Country (if foreign address)
DC
ZIP Code
20036 -
Telephone Number (include area code)
2024298970

E-Mail Address (if available)
SBUCKMAN@LERMANSENTER.COM
3. Legal Name of the Assignee
ENTERCOM LICENSE, LLC
Mailing Address
401 E. CITY AVENUE
SUITE 809

City
BALA CYNWYD
State or Country (if foreign address)
PA
ZIP Code
19004 -
Telephone Number (include area code)
6106605610
E-Mail Address (if available)
ANDREW.SUTOR@ENTERCOM.COM
4. Contact Representative (if other than assignee)
CARRIE A WARD
Firm or Company Name
ENTERCOM COMMUNICATIONS CORP.
Mailing Address
401 E. CITY AVENUE
SUITE 809
City
BALA CYNWYD
State or Country (if foreign address)
PA
Zip Code
19004 - 5652
Telephone Number (include area code)
6106605652

E-Mail Address (if available)
CARRIE.WARD@ENTERCOM.COM
5.
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)
6.
Purpose of Application:
Assignment of license
Assignment of construction permit
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]
7.
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)?
If yes, list pertinent authorizations in an Exhibit.
Yes No
[Exhibit 2]
8.
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 8(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 assignor held the station license and operated the station for at least three years? Yes No
N/A
9.
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 9(a), have all such stations operated for at least 4 years with a minimum operating schedule since grant?

Yes No

c. If no to 9(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 - Assignor

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 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.

Facility ID Number
Call Sign or  Construction Permit File Number
City
State
53974 WFNZ
-
CHARLOTTE NC


 
3. Agreements for Sale of Station. Licensee/permittee certifies that:
a. it has placed in its public inspection file(s) and submitted as an exhibit to this item copies of all agreements for the sale of the station(s);
b. these documents embody the complete and final understanding between licensee/permittee and assignee; and
c. these agreements comply fully with the Commission's rules and policies.
Exhibit Required
Yes No
[Exhibit 5]
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 6]
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 7]

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 8]

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 9]

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 10]

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
CAROLINE BEASLEY
Typed or Printed Title of Person Signing
INTERIM CEO/EVP/CFO
Signature
Date
10/26/2016
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 - Assignee

1. Certification.  Assignee certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Assignee 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.
Assignee 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 applicant in an Exhibit.
[Exhibit 11]
b. Radio Station applicants only: If the station(s) being assigned is noncommercial educational or LPFM, the assignee certifies that the Commission had previously granted a broadcast application, identified here by file number, that found this assignee qualified as a noncommercial educational entity with a qualif'ing educational program, and that the assignee will use the station(s) to advance a program similar to that the Commission has found qualifying in the assignee's previous application.

Yes No
N/A

FCC File Number
-

c. Radio Station applicants only: Proposed assignees of noncommercial educational or LPFM stations that aswered "No" to Question 2(b) must include an exhibit that describes the assignee's educational objective and how the station will be used to advance an educational program that will further that objective according to 47 C.F.R. Section 73.503 (for radio applicants), 47 C.F.R. Section 853 (for LPFM applicants).
[Exhibit 12]
3. Agreements for Sale of Station. Assignee 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 for the sale of the station(s) which are to be assigned; and
b. these agreements comply fully with the Commission's rules and policies.
Yes No


See Explanation in
[Exhibit 13]

4.
Parties to the Application.
a. List the assignee, 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 the assignee, 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 assignee and each party to the application holding an attributable intrerest (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 assignee 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 (debt plus equity).
 
[Enter Parties/Owners Information]


or [Exhibit 14]
b. Assignee certifies that equity interests not set forth above are non-attributable.
Yes No
N/A

See Explanation in
[Exhibit 15]

5. 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 16]
6. Multiple Ownership.
a. Is the assignee 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 with the station(s) subject to this application or with any other station 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 17]

b. Assignee certifies that the proposed assignment 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 18]

c. Assignee certifies that the proposed assignment:
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 19]

d.
Does the Assignee 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 20]

e. Does this assignment 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 6d, above).
  B. An Irrevocable Trust that will assign the station(s) to an Eligible Entity.
  All applicants: If "Yes" to Item 6e A or B: Submit as an Exhibit a copy of the form of irrevocable trust agreement providing for the assignment of the station(s) to an Eligible Entity.
Yes No
  Yes No

 

See Explanation in
[Exhibit 21]

7. Character Issues. Assignee certifies that neither assignee 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 22]

8. Adverse Findings. Assignee certifies that, with respect to the assignee 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 23]

9. Alien Ownership and Control. Assignee 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 24]

10. Financial Qualifications. Assignee 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 25]

11. Program Service Certification. Assignee 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
12. Auction Authorization. Assignee 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 26]

13. Anti-Drug Abuse Act Certification. Assignee certifies that neither assignee 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
14. Equal Employment Opportunity (EEO). If the applicant proposes to employ five or more full-time employees, applicant certifies that it is filing simultaneously with this application a Model EEO Program Report on FCC Form 396-A.
Yes No
N/A

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
ANDREW P. SUTOR, IV
Typed or Printed Title of Person Signing
SVP/GENERAL COUNSEL
Signature
Date
10/26/2016

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 5
Description:
EXHIBIT 5

THIS APPLICATIONS REQUESTS THE COMMISSION'S CONSENT TO THE ASSIGNMENT OF LICENSE OF WFNZ(AM), CHARLOTTE, NC (FIN 53974) (THE 'STATION') FROM WXTU LICENSE LIMITED PARTNERSHIP ('WLLP'), A SUBSIDIARY OF BEASLEY MEDIA GROUP, INC. ('BMG'), TO ENTERCOM LICENSE LLC ('ENTERCOM').

THE ASSIGNMENT PROPOSED BY THIS APPLICATION IS RELATED TO A LARGER TRANSACTION, PURSUANT TO WHICH ENTERCOM HAS ALSO AGREED TO ACQUIRE: (I) THREE OTHER FULL POWER RADIO STATIONS (WBT(AM), CHARLOTTE, NC (FIN 30830), WBT-FM, CHESTER, SC (FIN 10764), AND WLNK(FM), CHARLOTTE, NC (FIN 30834) (COLLECTIVELY, THE 'TRUST STATIONS') FROM THE CHARLOTTE DIVESTITURE TRUST (THE 'TRUST'); AND (II) FM TRANSLATOR STATION W273DA, CHARLOTTE, NC (FIN 142651) FROM BEASLEY MEDIA GROUP, LLC ('BMG LLC'), ALSO A SUBSIDIARY OF BMG.

INCLUDED AS ATTACHMENTS HERETO ARE COPIES OF THE AGREEMENTS RELATING TO THE TRANSACTION, NAMELY (I) AN ASSET PURCHASE AGREEMENT BY AND AMONG BMG, BMG LLC, AND WLLP, AS SELLERS, AND ENTERCOM NORTH CAROLINA, LLC (FORMERLY ENTERCOM GREENSBORO, LLC) AND ENTERCOM, AS BUYERS (THE 'APA'); (II) A PARTIAL ASSIGNMENT AND ASSUMPTION OF CERTAIN RIGHTS AND OBLIGATIONS UNDER THE APA TO THE TRUST; AND (III) FORMS OF TIME BROKERAGE AGREEMENTS FOR WFNZ(FM) AND THE TRUST STATIONS.

THE SCHEDULES TO THE APA, LISTED BELOW, CONTAIN MATERIAL THAT IS PROPRIETARY AND NOT GERMANE TO THE COMMISSION'S EVALUATION OF THIS APPLICATION. INFORMATION CONTAINED IN THESE SCHEDULES WILL BE PROVIDED TO THE COMMISSION UPON REQUEST, SUBJECT TO THE PARTIES' RIGHTS, WHERE APPROPRIATE, TO SUBMIT SUCH INFORMATION SUBJECT TO REGULATIONS RESTRICTING PUBLIC ACCESS TO CONFIDENTIAL AND PROPRIETARY INFORMATION. IN LIGHT OF THESE OMISSIONS AND THE COMMISSION'S DECISION IN APPLICATION OF LUJ, INC. AND LONG NINE, INC., MEMORANDUM OPINION AND ORDER, 17 FCC RCD 16980 (2002), SECTION II, ITEM 3, AND SECTION III, ITEM 3, OF THIS APPLICATION HAVE BEEN ANSWERED 'NO.'

EXCLUDED SCHEDULES:
EXCLUDED SCHEDULES AND EXHIBITS:
SCHEDULE 1.1(A) FCC LICENSES
SCHEDULE 1.1(B) TANGIBLE PERSONAL PROPERTY
SCHEDULE 1.1(C) STATION CONTRACTS
SCHEDULE 1.1(D) REAL PROPERTY
SCHEDULE 1.1(E) INTANGIBLE PROPERTY
SCHEDULE 1.2(F) WBT LAND
SCHEDULE 1.2 EXCLUDED ASSETS
SCHEDULE 2.4 NON-CONTRAVENTION
SCHEDULE 2.6(A) CONDITIONS ON FCC LICENSES
SCHEDULE 2.6(B) RENEWALS AND PENDING APPLICATIONS
SCHEDULE 2.6(C) COMPLIANCE WITH COMMUNICATIONS ACT AND FCC RULES
SCHEDULE 2.6(D) FCC LITIGATION
SCHEDULE 2.7 EXCEPTIONS TO TANGIBLE PERSONAL PROPERTY
SCHEDULE 2.8 EXCEPTIONS TO STATION CONTRACTS
SCHEDULE 2.9 EXCEPTIONS TO INTANGIBLE PROPERTY
SCHEDULE 2.10 EXCEPTIONS TO REAL PROPERTY
SCHEDULE 2.11 ENVIRONMENTAL
SCHEDULE 2.12 COMPLIANCE WITH LAWS
SCHEDULE 2.15 FINANCIAL INFORMATION
SCHEDULE 2.17 NO FINDER
SCHEDULE 3.4 BUYER NON-CONTRAVENTION
SCHEDULE 3.6 BUYER FCC QUALIFICATIONS
SCHEDULE 4.7 STATION EMPLOYEES

Attachment 5
Description
Asset Purchase Agreement
Partial Assignment and Assumption Agreement
Form of WFNZ Time Brokerage Agreement
Form of Trust Stations Time Brokerage Agreement


Attachment 6
Description
Assignor Other Authorizations


Exhibit 13
Description:
EXHBIT 13

PLEASE SEE ASSIGNOR'S EXHIBIT 5 FOR ASSET PURCHASE AGREEMENT AND TIME BROKERAGE AGREEMENT.


Attachment 13


Exhibit 14
Description:
EXHBIT 14

SEE ATTACHMENT.

Attachment 14
Description
PARTIES TO THE APPLICATION


Exhibit 16
Description:
EXHIBIT 16

SEE ATTACHMENT.

Attachment 16
Description
BROADCAST INTERESTS


Exhibit 17
Description:
EXHIBIT 17

PLEASE SEE ASSIGNOR'S EXHIBIT 5 FOR A COPY OF THE TIME BROKERAGE AGREEMENT.

Attachment 17


Exhibit 18
Description:
EXHIBIT 18

ENTERCOM LICENSE, LLC ('ENTERCOM') CURRENTLY HAS NO BROADCAST OWNERSHIP HOLDINGS IN THE CHARLOTTE, NC RADIO MARKET.

THIS APPLICATION REQUESTS CONSENT TO THE ASSIGNMENT OF LICENSE OF STATION WFNZ(AM) FROM WXTU LICENSE LIMITED PARTNERSHIP TO ENTERCOM.

ANOTHER APPLICATION IS BEING FILED SIMULTANEOUSLY HEREWITH, WHICH REQUESTS CONSENT TO THE ASSIGNMENT OF STATIONS WLNK(FM), WBT(AM) AND WBT-FM FROM THE CHARLOTTE DIVESTITURE TRUST TO ENTERCOM .

THE ATTACHED BIA GEOGRAPHIC MARKET DEFINITION REPORTS INDICATES THAT THERE ARE A TOTAL OF 68 RADIO STATIONS IN THE CHARLOTTE, NC RADIO MARKET. SECTION 73.3555(A)(1)(I) OF THE COMMISSION'S RULES PERMITS OWNERSHIP OF UP TO 8 RADIO STATIONS, INCLUDING 5 RADIO STATIONS IN THE SAME SERVICE, IN A MARKET WITH 45 OR MORE FULL-POWER RADIO STATIONS.

UPON CONSUMMATION OF BOTH OF THE TRANSACTIONS DESCRIBED ABOVE, ENTERCOM WOULD HOLD AN ATTRIBUTABLE INTEREST IN ONLY TWO FM AND TWO AM RADIO STATIONS IN THE CHARLOTTE, NC MARKET. SUCH INTEREST COMPLIES WITH THE FCC'S MULTIPLE OWNERSHIP RULE (47 C.F.R. 73.3555).



Attachment 18
Description
CHARLOTTE BIA STUDY


Exhibit 22
Description:
EXHIBIT 22

IN 2005, EDWARD STOLZ FILED OBJECTIONS TO THE QUALIFICATIONS OF ENTERCOM COMMUNICATIONS CORP., THE ULTIMATE PARENT OF ENTERCOM LICENSE, LLC, IN CONNECTION WITH PENDING APPLICATIONS FOR RENEWAL OF LICENSE OF OTHER STATIONS OWNED BY ENTERCOM. THE FCC HAS REPEATEDLY DENIED THESE OBJECTIONS. IN FOUR SEPARATE DECISIONS RELEASED MARCH 4, 2008 (DA 08-495), SEPTEMBER 6, 2012 (1800B3-MM), OCTOBER 14, 2014 (1800B3-JWF/AJR) AND ON MARCH 18, 2015 (1800B3-SS), THE FCC GRANTED RENEWAL APPLICATIONS FOR 43 STATIONS OWNED BY ENTERCOM SUBSIDIARIES OVER THE OBJECTIONS OF THE COMPLAINANT. BASED ON THESE DECISIONS, ENTERCOM FULLY EXPECTS THE COMPLAINANT'S FILINGS AGAINST THE REMAINING PENDING RENEWAL APPLICATIONS TO BE SIMILARLY DENIED.

ON NOVEMBER 1, 2013, EDWARD STOLZ FILED NEW OBJECTIONS IN CONNECTION WITH THE 2013 APPLICATIONS FOR THE RENEWAL OF LICENSE FOR ENTERCOM AFFILIATED RADIO STATIONS LOCATED IN THE SACRAMENTO, CA MARKET (KCTC(AM)) (FAC. ID 67848), KKDO (FAC. ID. 6810), KSEG(FM) (FAC. ID. 11281), KRXQ(FM) (FAC. ID. 20354), KUDL (FAC. ID. 57889) AND KDND (FAC. ID NO. 65483) (THE SACRAMENTO STATIONS). THE COMPLAINANT MERELY INCORPORATED THE 2005 OBJECTIONS IN HIS 2013 OBJECTIONS AND DID NOT RAISE ANY NEW MATTER. ENTERCOM FILED A RESPONSE TO THESE OBJECTIONS. BASED ON THE FCC'S PREVIOUS DECISIONS REGARDING THE 2005 OBJECTIONS, HOWEVER, ENTERCOM FULLY EXPECTS THAT THE COMPLAINANT'S FILINGS AGAINST THE RENEWAL APPLICATIONS FOR THE SACRAMENTO STATIONS WILL BE SIMILARLY DENIED.

IN CONNECTION WITH THE PENDING 2013 RENEWAL APPLICATION FOR ENTERCOM AFFILIATED STATION KDND(FM) (FAC. ID. 65483) IN SACRAMENTO, CA, THE MEDIA ACTION CENTER IN EL DORADO HILLS AND SUE WILSON HAVE FILED A PETITION TO DENY THE RENEWAL APPLICATION FOR STATION KDND BASED ON CLAIM THAT THE LICENSEE LACKS THE CHARACTER QUALIFICATIONS TO BE AN FCC LICENSEE. THE LICENSEE DISPUTES THIS CLAIM. LICENSEE HAS FILED A FULL RESPONSE IN OPPOSITION TO THIS ASSERTION WITH THE FCC.



Attachment 22


Exhibit 24
Description:
EXHIBIT 24

ENTERCOM LICENSE, LLC, IS WHOLLY OWNED BY ENTERCOM RADIO, LLC, WHICH IS WHOLLY OWNED BY ENTERCOM COMMUNICATIONS CORP. ('ENTERCOM'). CLASS A SHARES OF THE CAPITAL STOCK OF ENTERCOM ARE PUBLICLY TRADED. IN ORDER TO MAINTAIN COMPLIANCE WITH THE PROVISIONS OF SECTION 310 OF THE COMMUNICATIONS ACT OF 1934, AS AMENDED, RELATING TO INTERESTS OF ALIENS AND FOREIGN GOVERNMENTS, ENTERCOM HAS PROCEDURES AND REVIEW PROCESSES IN PLACE.

SPECIFICALLY, ENTERCOM PARTICIPATES IN THE DEPOSITORY TRUST CORPORATION (DTC) SEG-100 PROGRAM. IN ADDITION, ENTERCOM PERIODICALLY MONITORS FOREIGN OWNERSHIP BY REVIEWING REPORTS PROVIDED BY ITS TRANSFER AGENT (AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC) AND DTC AS WELL AS REVIEWING FORM 13(D) AND FORM 13(F) FILINGS REQUIRED BY THE SECURITIES AND EXCHANGE COMMISSION AND REGULATIONS PROMULGATED THEREBY. THESE REPORTS AND FILINGS SHOW THAT FOREIGN OWNERSHIP OF ENTERCOM IS UNDER 25%.

FURTHER, ENTERCOMS ARTICLES OF INCORPORATION CONTAIN RESTRICTIONS ON FOREIGN OWNERSHIP THAT PROHIBIT THE TRANSFER OF ANY CAPITAL STOCK THAT WOULD RESULT IN FOREIGN OWNERSHIP IN EXCESS OF 25%. IN ADDITION, ENTERCOMS ARTICLES OF INCORPORATION INCLUDE PROHIBITIONS AGAINST VOTING AND CONTROL OF FOREIGN OWNERSHIP IN EXCESS OF 25%. FINALLY, THE ENTERCOM ARTICLES OF INCORPORATION ALSO CONTAIN A REDEMPTION MECHANISM THAT EMPOWERS ENTERCOMS BOARD OF DIRECTORS TO REDEEM SHARES OF CAPITAL STOCK TO THE EXTENT NECESSARY TO COMPLY WITH FOREIGN OWNERSHIP LAWS.


Attachment 24