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.

BTCH - 20090212ACI
Section I - General Information
1. Legal Name of the Licensee/Permittee
DAVIDSON MEDIA STATION WKKB 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)
FCC Registration Number:
0012982427
Call Sign
WKKB
Facility ID Number
52318
2. Contact Representative (if other than licensee/permittee)
FRANCISCO R. MONTERO, ESQ.
Firm or Company Name
FLETCHER, HEALD & HILDRETH, P.L.C.
Mailing Address
1300 NORTH 17TH STREET
11TH FLOOR

City
ARLINGTON
State or Country (if foreign address)
VA
ZIP Code
22209 -
Telephone Number (include area code)
7038120400

E-Mail Address (if available)
MONTERO@FHHLAW.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 AMENDMENT
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
CAPSTREET II, L.P.
Mailing Address
600 TRAVIS
SUITE 6110

City
HOUSTON
State or Country (if foreign address)
TX
Zip Code
77002 -
Telephone Number (include area code)
7133322700
E-Mail Address (if available)

3.
Contact Representative (if other than transferor)
FRANCISCO R. MONTERO, ESQ.
Firm or Company Name
FLETCHER, HEALD & HILDRETH, P.L.C
Mailing Address
1300 NORTH 17TH STREET
11TH FLOOR

City
ARLINGTON
State or Country (if foreign address)
VA
Zip Code
22209 -
Telephone Number (include area code)
7038120400

E-Mail Address (if available)
MONTERO@FHHLAW.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]


Changes in Interests as a Result of Transfer

(A) NAMES AND ADDRESSES OF ANY PARTY TO APPLICATION HOLDING AN ATTRIBUTABLE INTEREST
(B)
CITIZENSHIP
INTEREST HELD
(C) BEFORE TRANSFER OR ASSIGNMENT
(D) AFTER TRANSFER OR ASSIGNMENT
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
CAPSTREET II, L.P., 600 TRAVIS, SUITE 6110, HOUSTON, TX 77002 US 50 50 0 0

(A) NAMES AND ADDRESSES OF ANY PARTY TO APPLICATION HOLDING AN ATTRIBUTABLE INTEREST
(B)
CITIZENSHIP
INTEREST HELD
(C) BEFORE TRANSFER OR ASSIGNMENT
(D) AFTER TRANSFER OR ASSIGNMENT
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
CITIGROUP VENTURE CAPITAL INTERNATIONAL, 399 PARK AVENUE, 14TH FLOOR, NEW YORK, NY 10022 US 50 50 0 0

(A) NAMES AND ADDRESSES OF ANY PARTY TO APPLICATION HOLDING AN ATTRIBUTABLE INTEREST
(B)
CITIZENSHIP
INTEREST HELD
(C) BEFORE TRANSFER OR ASSIGNMENT
(D) AFTER TRANSFER OR ASSIGNMENT
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
(1) Percentage Votes
(2) Percentage Total Assets (Equity plus Debt)
SS BROADCASTING HOLDINGS, LLC, 332 EAST 66TH STREET, #3C, NEW YORK, NY 10065 US 0 0 100 100


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
KATHERINE L. KOHLMEYER
Typed or Printed Title of Person Signing
CFO OF ULTIMATE PARENT COMPANY
Signature
Date
02/10/2009
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
52318
WKKB
-
MIDDLETOWN RI


 
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
FELIX PEREZ
Typed or Printed Title of Person Signing
PRESIDENT
Signature
Date
03/27/2009
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)
SS BROADCASTING HOLDINGS, LLC
Mailing Address
332 EAST 66TH STREET #3C

City
NEW YORK
State or Country (if foreign address)
NY
Zip Code
10065 -
Telephone Number (include area code)
9177541524
E-Mail Address (if available)

3.
Contact Representative (if other than transferee)
FRANCISCO R. MONTERO, ESQ.
Firm or Company Name
FLETCHER, HEALD & HILDRETH, P.L.C.
Mailing Address
1300 NORTH 17TH STREET
11TH FLOOR

City
ARLINGTON
State or Country (if foreign address)
VA
Zip Code
22209 -
Telephone Number (include area code)
7038120400

E-Mail Address (if available)
MONTERO@FHHLAW.COM
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).
SS BROADCASTING HOLDINGS, LLC, 332 EAST 66TH STREET, #3C, NEW YORK, NY 10065
US
TRANSFEREE
0
0

(1) Name and Address (2) Citizenship (3) Positional Interest (4) Percentage of Votes (5) Percentage of total assets (equity plus debt).
SANJAY SANGHOEE, 332 EAST 66TH STREET, #3C, NEW YORK, NY 10065
US
MANAGING MEMBER
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
SANJAY SANGHOEE
Typed or Printed Title of Person Signing
MANAGING MEMBER
Signature
Date
03/27/2009

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:
AMENDED PORTIONS

EXHIBITS 2 AND 14, PER INSTRUCTIONS FROM FCC STAFF.

Attachment 1


Exhibit 2
Description:
DESCRIPTION OF TRANSACTION

PLEASE SEE ATTACHED.

Attachment 2
Description
Description of Transaction


Exhibit 5
Description:
OTHER TRANSFEROR

CITIGROUP VENTURE CAPITAL INTERNATIONAL
399 PARK AVENUE
14TH FLOOR
NEW YORK, NY 10022
(212) 559-2023

Attachment 5


Exhibit 6
Description:
ADDITIONAL INFORMATION: CHANGES IN INTERESTS AS A RESULT OF TRANSFER

PREFERRED STOCK, DEBT, AND WARRANTS IN THE LICENSEE'S OWNERSHIP STRUCTURE DO NOT IMPLICATE THE COMMISSION'S ATTRIBUTION RULES. ACCORDINGLY, THE 'PERCENTAGE TOTAL ASSETS' VALUES IN THE RELATED CHART ARE INDICATED AS EQUIVALENT TO VOTING PERCENTAGES. (THESE INTERESTS ARE DISCLOSED IN ATTACHMENT 6(B) TO THIS APPLICATION, IN SCHEDULE I TO PURCHASE AGREEMENT.)


Attachment 6


Exhibit 7
Description:
AGREEMENTS

PLEASE SEE ATTACHED.


Attachment 7
Description
6(a) AGREEMENT AND PLAN OF MERGER
6(b) PURCHASE AGREEMENT


Exhibit 8
Description:
OTHER AUTHORIZATIONS

DAVIDSON MEDIA GROUP, LLC ('DMG'), PARENT COMPANY OF THE LICENSEE, HOLDS ATTRIBUTABLE INTERESTS IN THE FOLLOWING:

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

DAVIDSON MEDIA STATION WPYR LICENSEE, LLC
WPYR(AM), FACILITY ID 47403, BATON ROUGE, LA

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


Attachment 8


Exhibit 15
Description:
AGREEMENTS

PLEASE SEE EXHIBIT 6


Attachment 15


Exhibit 16
Description:
DAVIDSON MEDIA HOLDING CORP. AND DAVIDSON MEDIA HOLDING SUB CORP.

UPON APPROVAL AND CONSUMMATION OF THIS PROPOSED TRANSACTION, SANJAY SANGHOEE WILL SERVE AS THE SOLE OFFICER IN BOTH INTERMEDIATE PARENT CORPORATIONS IN THIS LICENSEE'S OWNERSHIP CHAIN: DAVIDSON MEDIA HOLDING CORP. AND DAVIDSON MEDIA HOLDING SUB CORP.

EACH OF THESE INTERMEDIATE PARENT CORPORATIONS WILL HAVE ONE ADDITIONAL BOARD MEMBER: FELIX PEREZ, A U.S. CITIZEN, 230 PARK AVENUE, 10TH FLOOR, NEW YORK, NY 10169.


Attachment 16


Exhibit 18
Description:
RELATED APPLICATIONS

THIS APPLICATION IS ONE OF 36 SIMULTANEOUSLY SUBMITTED APPLICATIONS BY WHICH THE PROPOSED TRANSFEREE SEEKS COMMISSION APPROVAL TO GAIN CONTROL OF ALL LICENSEE SUBSIDIARIES OF DAVIDSON MEDIA GROUP, LLC, THROUGH MERGER.

A COMMON AGREEMENT AND TERMS GOVERN THESE 36 PROPOSED TRANSACTIONS.


Attachment 18


Exhibit 20
Description:
MULTIPLE OWNERSHIP

MULTIPLE OWNERSHIP

THE STATION SUBJECT TO THIS APPLICATION IS IN THE ARBITRON-DEFINED PROVIDENCE-WARWICK-PAWTUCKET, RI GEOGRAPHIC MARKET, AS REPORTED BY BIA. THIS MARKET CONTAINS 48 RADIO STATIONS.

UPON APPROVAL AND CONSUMMATION OF THE PROPOSED TRANSACTION, THE LICENSEE WILL CONTINUE TO HOLD ATTIBUTABLE INTEREST IN ONLY ONE STATION IN THIS MARKET. OWNERSHIP OF ONE ATTRIBUTABLE STATION IN A MARKET ALWAYS COMPLIES WITH 47 C.F.R. SEC. 73.3555.

A BIA MARKET STUDY IS ATTACHED.


Attachment 20
Description
BIA PROVIDENCE-WARWICK-PAWTUCKET, RI MARKET