Federal Communications Commission
Washington, D.C. 20554		 Approved by OMB
3060-0009 (June 2010)
FCC 316
FOR FCC USE ONLY
 
APPLICATION FOR CONSENT TO ASSIGN BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE OR TO TRANSFER CONTROL OF ENTITY HOLDING BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE

Read INSTRUCTIONS Before Filling Out Form

 FOR COMMISSION USE ONLY
FILE NO.
BALH - 20041201BCI
Section I - General Information
1. Legal Name of the Licensee/Permittee
AAA ENTERTAINMENT LICENSING LLC
Mailing Address
1110 CENTRAL AVE.
City
PAWTUCKET 		State or Country (if foreign address)
RI 		Zip Code
02861 - 2262
Telephone Number (include area code)
4017231063 		E-Mail Address (if available)
PHO100@AOL.COM
FCC Registration Number:
0004325338
 Call Sign
WBAZ
 Facility ID Number
52061
2. Contact Representative (if other than licensee/permittee)
PETER TANNENWALD
 Firm or Company Name
IRWIN, CAMPBELL & TANNENWALD, P.C.
Mailing Address
1730 RHODE ISLAND AVE., N.W.
SUITE 200
City
WASHINGTON 		State or Country (if foreign address)
DC 		ZIP Code
20036 - 3101
Telephone Number (include area code)
2027280400
E-Mail Address (if available)
PTANNENWALD@ICTPC.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.
a.  Voluntary Assignment or Transfer of Control  Involuntary Assignment or Transfer of Control
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]

b.

Applicant certifies that the use of FCC Form 316 is appropriate for this transaction.

 
Yes No
See Explanation in
[Exhibit 2]
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 73.5000)?

If yes, list pertinent authorizations in an Exhibit.

Yes No

[Exhibit 3]


NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be submitted for each question for which a "No" response is provided.

Section II - Assignor/Transferor

1. Certification.   Assignor/Transferor certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Assignor/Transferor 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.
Application for (check one): Consent to Assign Construction Permit Consent to Transfer Control of Permittee
Consent to Assign License Consent to Transfer Control of Licensee
Amendment to pending application
3.
Legal Name of the Assignor/Transferor
AAA ENTERTAINMENT LICENSING LLC
Mailing Address
1110 CENTRAL AVE.
City
PAWTUCKET 		State or Country (if foreign address)
RI 		Zip Code
02861 - 2262
Telephone Number (include area code)
4017231063 		E-Mail Address (if available)

PHO100@AOL.COM
4.
Contact Representative (if other than Assignor/Transferor)
PETER TANNENWALD
 Firm or Company Name
IRWIN, CAMPBELL & TANNENWALD, P.C.
Mailing Address
1730 RHODE ISLAND AVE., N.W.
SUITE 200
City
WASHINGTON 		State or Country (if foreign address)
DC 		Zip Code
20036 - 3101
Telephone Number (include area code)
2027280400
E-Mail Address (if available)
PTANNENWALD@ICTPC.COM
 
If more than one Transferor, submit the information requested in Questions 3 and 4 for each transferor.
[Exhibit 4]
5. Authorizations to be Assigned/Transferred. List the authorized stations and construction permits to be assigned/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 assigned/transferred. 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/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 assigned/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
52061 WBAZ - BRIDGEHAMPTON NY

Facility ID Number
 Call Sign or Construction Permit File Number
City
State
52060 WBEA - SOUTHOLD NY

Facility ID Number
 Call Sign or Construction Permit File Number
City
State
52059 WEHM - SOUTHAMPTON NY

Facility ID Number
 Call Sign or Construction Permit File Number
City
State
18218 WHBE - EAST HAMPTON NY

6.
Agreements for Sale/Transfer of Station.
a. If the transaction is voluntary, Assignor/Transferor certifies that:
  i. it has placed in licensee's/permittee's public inspection file(s) and submitted as an exhibit to this item copies of all agreements for the assignment/transfer of the station(s);
  ii. these documents embody the complete and final understanding between assignor/transferor and assignee/transferee; and
  iii. these agreements comply fully with the Commission's rules and policies.
b. If the transaction is involuntary, the Assignor/Transferor certifies that court orders or other authorizing documents have been issued and that it has placed in the licensee's/permittee's public inspecition file(s) and submitted to the Commission copies of such court orders or other authorizing documents.
Exhibit Required
Yes No
N/A

[Exhibit 5]


Yes No
N/A

[Exhibit 6]
7.
Character Issues. Assignor/Transferor 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]
8.
Adverse Findings. Assignor/Transferor certifies that, with respect to the assignor/transferor 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]
9. Auction Authorization. Assignor/transferor 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]
10. Anti-Drug Abuse Act Certification. Assignor/Transferor 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

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
PETER H. OTTMAR 		Typed or Printed Title of Person Signing
CHAIRMAN, BACK BAY BROADCASTERS, INC. (ULTIMATE PARENT)
Signature
 Date
12/01/2004
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).


NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be submitted for each question for which a "No" response is provided.

Section III - Assignee/Transferee

1. Certification.   Assignee/Transferee certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Assignee/Transferee 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.
Legal Name of the Assignee/Transferee
AAA LICENSING LLC
Mailing Address
1110 CENTRAL AVE.
City
PAWTUCKET 		State or Country (if foreign address)
RI 		Zip Code
02861 - 2262
Telephone Number (include area code)
4017231063 		E-Mail Address (if available)

PHO100@AOL.COM
3.
Contact Representative (if other than Assignee/Transferee)
PETER TANNENWALD
 Firm or Company Name
IRWIN, CAMPBELL & TANNENWALD, P.C.
Mailing Address
1730 RHODE ISLAND AVE., N.W.
City
WASHINGTON 		State or Country (if foreign address)
DC 		Zip Code
20036 - 3101
Telephone Number (include area code)
2027280400
E-Mail Address (if available)
PTANNENWALD@ICTPC.COM
 
If more than one Transferee, submit the information requested in Questions 2 and 3 for each transferee.
[Exhibit 10]
4.
Agreements for Sale/Transfer of Station. Assignee/Transferee certifies that:
a. the written agreements in the licensee/permittee's public inspection file embody the complete and final agreement for the sale or transfer of the station(s); and
b. these agreements comply fully with the Commission's rules and policies.
Yes No
[Exhibit 11]
5. Changes in interests as a result of assignment/transfer.
a. [Enter Changes in Interests Information]
or [Exhibit 12]
 
 
b. Applicant certifies that equity interests not set forth above are non-attributable.
Yes No

N/A

[Exhibit 13]
6. Other Authorizations. List call signs, locations, and facility identifiers of all other broadcast stations in which assignee/transferee or any party to the application has an attributable interest. N/A

[Exhibit 14]
7. Acquisition of Control. List the file number and date of grant of FCC Form 301, 314, or 315 application by which the Commission approved the qualifications of the individual or entity with a pre-existing interest in the licensee/permittee that is now acquiring control of the licensee/permittee as a result of the grant of this application. N/A

[Exhibit 15]
8.
Character Issues. Assignee/Transferee certifies that neither assignee/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 16]
9.
Adverse Findings. Assignee/Transferee certifies that, with respect to the assignee/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 17]
10. Alien Ownership and Control. Assignee/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 18]
11. Auction Authorization. Assignee/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 19]
12. Anti-Drug Abuse Act Certification. Assignee/transferee 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

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
PETER H. OTTMAR 		Typed or Printed Title of Person Signing
CHAIRMAN, BACK BAY BROADCASTERS, INC. (ULTIMATE PARENT)
Signature
 Date
12/01/2004
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 2
Description: USE OF FORM 316

THE ASSIGNOR IS 100% CONTROLLED BY ULTIMATE PARENT BACK BAY BROADCASTERS, INC., ALTHOUGH THERE ARE THREE INTERMEDIATE LIMITED LIABILITY COMPANIES, EACH 100% CONTROLLED BY THE NEXT PARENT IN THE CHAIN.

THE ASSIGNEE IS ALSO 100% CONTROLLED BY BACK BAY BROADCASTERS, INC., AGAIN THROUGH A SEVERAL INTERMEDIATE LIMITED LIABILITY COMPANIES, EACH 100% CONTROLLED BY THE NEXT PARENT IN THE CHAIN.

THE OWNERSHIP OF BACK BAY BROADCASTERS, INC. IS NOT BEING CHANGED IN THIS APPLICATION. THE ONLY REASON FOR THIS APPLICATION IS TO SPLIT OFF FOUR OF THE ASSIGNOR'S LICENSES INTO A SEPARATE SUBSIDIARY OF BACK BAY BROADCASTERS, INC. TO FACILITATE REFINANCING.

SINCE BACK BAY BROADCATERS, INC. CONTROLS 100% OF BOTH THE ASSIGNOR AND ASSIGNEE, AND THE OWNERSHIP OF BACK BAY BROADCATERS, INC. IS NOT BEING CHANGED, THE USE OF FORM 316 IS PROPER.
Attachment 2

Exhibit 5
Description: CONTRACT

THIS QUESTION IS ANSWERED 'YES' ONLY BECAUSE CDBS WILL NOT VALIDATE THE APPLICATION WITH A 'NO' ANSWER. THERE IS NO CONTRACT TO PLACE IN THE PUBLIC FILE.

THIS TRANSACTION IS BEING UNDERTAKEN TO FACILITATE REFINANCING, WITH NO CHANGE IN THE ULTIMATE PARENT. THEREFORE, WHILE THERE ARE FINANCING DOCUMENTS (NOT ALL OF WHICH HAVE YET BEEN WRITTEN), THERE IS NO CONTRACT BETWEEN THE ASSIGNOR AND THE ASSIGNEE. BACK BAY BROADCASTERS, INC., AS ULTIMATE PARENT OF BOTH PARTIES, WILL SIMPLY VOTE ITS OWNERSHIP INTEREST TO HAVE THE TRANSACTION BE CONSUMMATED.
Attachment 5

Exhibit 11
Description: AGREEMENT FOR SALE OF STATION

SEE EXHIBIT 4 FOR EXPLANATION.
Attachment 11

Exhibit 12
Description: OWNERSHIP STRUCTURE

AS INDICATED ELSEWHERE IN THIS APPLICATION, THE ASSIGNOR AND ASSIGNEE ARE BOTH ULTIMATELY CONTROLLED BY BACK BAY BROADCASTERS, INC.

THE PRESENT STRUCTURE (EXPRESSED AS VOTING CONTROL) IS:

LICENSEE:                 AAA ENTERTAINMENT LICENSING LLC
100% CONTROLLED BY:       AAA ENTERTAINMENT LLC
100% CONTROLLED BY:       AAA ENTERTAINMENT HOLDINGS LLC
100% CONTROLLED BY:       BACK BAY BROADCASTERS, INC.

THE PROPOSED STRUCTURE (EXPRESSED AS VOTING CONTROL) IS:

LICENSEE:                 AAA LICENSING LLC
100% CONTROLLED BY:       AAA SUB LLC
100% CONTROLLED BY:       LONG ISLAND RADIO BROADCASTING LLC
100% CONTROLLED BY:       LONG ISLAND RADIO MEDIA LLC
100% CONTROLLED BY:       LIR II LLC
100% CONTROLLED BY:       LIR LLC
100% CONTROLLED BY:       LONG ISLAND RADIO LLC
100% CONTROLLED BY:       BACK BAY BROADCASTERS, INC.

ALL LLC'S LISTED ABOVE ARE OR WILL BE FORMED IN DELAWARE. BACK BAY BROADCASTERS, INC. IS ALSO INCORPORATED IN DELAWARE.

THE OWNERSHIP OF BACK BAY BROADCASTERS, INC. WILL REMAIN UNCHANGED. IT IS A MATTER OF RECORD IN AN OWNERSHIP REPORT ON FILE WITH THE COMMISSION. RELEVANT PAGES FROM THE MOST RECENT OWNERSHIP REPORT ARE ATTACHED TO THIS EXHIBIT (FROM BON-20040830BFR).
Attachment 12
Description
Ownership of Back Bay Broadcasters, Inc.

Exhibit 14
Description: OTHER INTERESTS

AAA ENTERTAINMENT LICENSING LLC (ASSIGNOR) IS THE LICENSEE OF:

WXCL 33879   PEKIN, IL
WYST 86178   FAIRBURY, IL
WDQX 43877   MORTON, IL
WDQZ 88354   LEXINGTON, IL
WEBX 57471   TUSCOLA, IL
WEVX 57466   RANTOUL, IL
WGKC 10112   MAHOMET, IL
WIHN 4617   NORMAL, IL
WWCT 76410   FARMINGTON, IL
WQQB 73229   RANTOUL, IL
WRPW 15486   COLFAX, IL
WXMP 9894   PEORIA, IL
WWKX 65198   WOONSOCKET, RI
WAKX 22874   NARRAGANSETT PIER, RI
WEHM* 52059   SOUTHOLD, NY
WBAZ* 52061   BRIDGEHAMPTON, NY
WBEA* 52060   SOUTHOLD, NY
WHBE* 18218   EASTHAMPTON, NY

B&G BROADCASTING, INC. IS UNDER COMMON CONTROL WITH AAA ENTERTAINMENT LICENSING INC. AND IS THE LICENSEE OF:

WZPW 3464    PEORIA, IL

*THESE FOUR STATIONS ARE BEING ASSIGNED IN THIS APPLICATION. HOWEVER, ALL 19 STATIONS ARE NOW UNDER COMMON CONTROL BY BACK BAY BROADCASTERS, INC. AND WILL REMAIN UNDER THE SAME COMMON CONTROL AFTER THE ASSIGNMENT.

AAA LICENSING LLC WILL ITSELF NOT HOLD ANY LICENSES OTHER THAN WBAZ, WBEA, WEHM, AND WHBE.
Attachment 14

Exhibit 15
Description: LONG FORM APPROVALS

WBAZ        BALH-20000627AGT     GRANTED 8/22/2000
WBEA        BALH-20000627AGS     GRANTED 8/22/2000
WEHM        BAPH-20011207AAK     GRANTED 2/26/2003
WHBE        BALH-19991112ABD     GRANTED 1/7/2000
Attachment 15