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 - 20071210AAV
Section I - General Information
1. Legal Name of the Applicant 
URC INVESTMENTS, LP
Mailing Address
200 CRESCENT COURT
SUITE 1600
City
DALLAS
State or Country (if foreign address)
TX
ZIP Code
75201 -
Telephone Number (include area code)
2149657973
E-Mail Address (if available) 
KWALKER@HMTF.COM
FCC Registration Number:
0013883269
Call Sign 
Facility ID Number 
12229
2. Contact Representative (if other than Licensee/Permittee)
WILLIAM H. FITZ, ESQ.
Firm or Company Name
COVINGTON & BURLING
Telephone Number (include area code)
2026625120
E-Mail Address (if available)
WFITZ@COV.COM
3. Name of entity, if other than licensee or permittee, for which report is filed
URC INVESTMENTS, LP
Mailing Address
200 CRESCENT COURT
SUITE 1600

City
DALLAS
State or Country (if foreign address)
TX
ZIP Code
75201 -
Telephone Number (include area code)
2149657973
E-Mail Address (if available)
KWALKER@HMTF.COM
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
WAJV 12229 BROOKSVILLE, MS FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WMSU 10349 STARKSVILLE, MS FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WIMX 7730 GIBONSBURG, OH FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WLAY 60611 MUSCLE SHOALS, AL AM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WLAY-FM 14928 LITTLEVILLE, AL FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WMXV 6709 ST. JOSEPH, TN FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WVNA 19457 TUSCUMBIA, AL AM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WVNA-FM 60610 MUSCLE SHOALS, AL FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WACR-FM 65200 COLUMBUS AFB, MS FM


Call Letters
Facility ID Number
Location (City/State)
Class of service
WJZE 55183 OAK HARBOUR, OH FM



All of the information furnished in this Report is accurate as of 12/10/2007 (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]



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]



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 URC INVESTMENTS, LP, 200 CRESCENT COURT, SUITE 1600, DALLAS, TX 75201
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 21ST CENTURY GP, L.L.C., 200 CRESCENT COURT, SUITE 1600, DALLAS, TX 75201
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 SOLE GENERAL PARTNER
7. Percentage of votes 100.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address 21ST CENTURY GROUP EQUITY FUND, L.P., 200 CRESCENT COURT, SUITE 1600, DALLAS, TX 75201
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 LIMITED PARTNER
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 93.80

1. Name and Address 21ST CENTURY GROUP CO-INVESTORS I, L.P., 200 CRESCENT COURT, SUITE 1600, DALLAS, TX 75201
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 LIMITED PARTNER
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 6.10

1. Name and Address JOHN WARE, 200 CRESCENT COURT, SUITE 1600, DALLAS, TX 75201
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 MANAGING MEMBER OF GENERAL PARTNER
7. Percentage of votes 51.00
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 MANAGING MEMBER OF GENERAL PARTNER

(Official Title)


of URC INVESTMENTS, LP

(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
JOHN WARE
Date
12/10/2007
Telephone Number of Respondent (Include area code) 2147407331

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:
PURPOSE OF REPORT & NATURE OF REPONDENT

THIS IS THE BIENNIAL OWNERSHIP REPORT OF RESPONDENT URC INVESTMENTS, LP, A TEXAS LIMITED PARTNERSHIP, WHICH HOLDS A MINORITY BUT ATTRIBUTABLE INTEREST IN URBAN RADIO COMMUNICATIONS, LLC ('URBAN RADIO').

Attachment 1


Exhibit 2
Description:
SECTION II, ITEM 9 (A) & (B)

RESPONDENT'S SOLE GENERAL PARTNER, 21ST CENTURY GP, L.L.C., ALSO IS THE SOLE GENERAL PARTNER OF RESPONDENT'S TWO LIMITED PARTNERS, 21ST CENTURY GROUP EQUITY FUND, L.P. AND 21ST CENTURY GROUP CO-INVESTORS I, L.P. MR. JOHN WARE, MANAGING MEMBER OF THE GENERAL PARTNER (AND HOLDER OF 51% OF THE LLC INTERESTS), ALSO IS THE MAJORITY (51%) LIMITED PARTNER OF 21ST CENTURY GROUP CO-INVESTORS I, L.P. THE MINORITY LLC MEMBERS OF THE SOLE GENERAL PARTNER AND THE LIMITED PARTNERS OF 21ST CENTURY GROUP EQUITY FUND, L.P. (WHICH HOLDS A 93.85% EQUITY INTEREST IN RESPONDENT) ARE INSULATED FROM ATTRIBUTION UNDER THE FCC'S RULES AND POLICIES PROVIDING FOR SUCH INSULATION. (THE MINORITY LIMITED PARTNERS OF 21ST CENTURY GROUP CO-INVESTORS I, L.P., WHICH HOLDS ONLY A 6.14% EQUITY INTEREST IN RESPONDENT, INCLUDE EMPLOYEES, OR EMPLOYEE-RELATED FAMILY TRUSTS OR PARTNERSHIPS, OF AFFILIATED INVESTMENT MANAGEMENT COMPANIES, WHICH INVESTORS, COLLECTIVELY, WOULD HOLD LESS THAN A 1% INTEREST IN URBAN RADIO COMMUNICATIONS, LLC.)


Attachment 2


Exhibit 3
Description:
SECTION II, ITEM 9 (C)

RESPONDENT DOES NOT HAVE ATTRIBUTABLE MEDIA INTERESTS OTHER THAN THROUGH ITS INTEREST IN URBAN RADIO COMMUNICATIONS, LLC. THE OTHER MEDIA INTERESTS OF URBAN RADIO COMMUNICATIONS, LLC ARE REPORTED IN ITS BIENNIAL OWNERSHIP REPORT FILED ON DECEMBER 3, 2007.


Attachment 3