1.	Legal Name of the Applicant  ROCKFLEET BROADCASTING II, LLC
	Mailing Address 885 THIRD AVENUE, 34TH FLOOR
	City NEW YORK		State or Country (if foreign address) NY	ZIP Code 10022 -
	Telephone Number (include area code) 2126050401		E-Mail Address (if available)
	FCC Registration Number:	Call Sign  WCIA	Facility ID Number  319
2.	Contact Representative (if other than Licensee/Permittee)		Firm or Company Name
	Telephone Number (include area code)		E-Mail Address (if available)
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 WHQT 72982 CORAL GABLES FL FM Call Letters Facility ID Number Location (City/State) Class of service WMXQ 53602 JACKSONVILLE FL FM Call Letters Facility ID Number Location (City/State) Class of service WOKV 53601 JACKSONVILLE FL AM Call Letters Facility ID Number Location (City/State) Class of service WFLC-FM 72984 MIAMI FL FM Call Letters Facility ID Number Location (City/State) Class of service WEDR 71418 MIAMI FL FM Call Letters Facility ID Number Location (City/State) Class of service WCFB 10343 DAYTONA BEACH FL FM Call Letters Facility ID Number Location (City/State) Class of service WAPE-FM 70863 JACKSONVILLE FL FM Call Letters Facility ID Number Location (City/State) Class of service WBWL 53588 JACKSONVILLE FL FM Call Letters Facility ID Number Location (City/State) Class of service WKQL 53590 JACKSONVILLE FL FM Call Letters Facility ID Number Location (City/State) Class of service WPLR 46968 NEW HAVEN CT FM Call Letters Facility ID Number Location (City/State) Class of service WMMO 23444 ORLANDO FL FM Call Letters Facility ID Number Location (City/State) Class of service WDBO 48726 ORLANDO FL AM Call Letters Facility ID Number Location (City/State) Class of service WWKA 48716 ORLANDO FL FM Call Letters Facility ID Number Location (City/State) Class of service WHTQ 23443 ORLANDO FL FM Call Letters Facility ID Number Location (City/State) Class of service WMXB 37230 RICHMOND VA FM Call Letters Facility ID Number Location (City/State) Class of service WKHK 319 COLONIAL HIEGHTS VA FM Call Letters Facility ID Number Location (City/State) Class of service WCIA 42124 CHAMPAIGN IL Call Letters Facility ID Number Location (City/State) Class of service WFOX 59970 GAINESVILLE GA FM Call Letters Facility ID Number Location (City/State) Class of service WFYV 72081 ATLANTIC BEACH FL FM All of the information furnished in this Report is accurate as of 05/15/2001 (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 INCORP STATE OF DELAWARE 04/24/1985 12/31/2004 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration AMENDMENT OF CERTIFICATE OF INCOP STATE OF DELAWARE 10/30/1985 12/31/2004
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 COMMOM CLASS A V 210000000 40670133 119856 169449720 Class of stock (preferred, common or other) Voting or Non-voting Number of Shares Authorized Issued and Outstanding Treasury Unissued CLASS COMMON B V 135000000 58733016 76266984
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 R. JOSEPH FUCHS 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 7. Percentage of votes 15.00 8. Percentage of total assets (equity debt plus) 15.00 1. Name and Address JEFFREY A. SMITH 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 EXE. VICE PRES 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address BRUCE M. SCHNELWAR 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 SR. VICE PRES 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address STEVEN R. KAMEN 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 SR. VICE PRES,SEC 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address SUSAN E. DOVOVAN 2. Gender (male or female) Female 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 VICE PRES/TREAS, ASST.SEC 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address RANDELL D. SMITH 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 N/A 7. Percentage of votes 85.00 8. Percentage of total assets (equity debt plus) 85.00 (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]

I certify that I am PRESIDENT

of ROCKFLEET BROADCASTING II, LLC

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.)