1.	Legal Name of the Applicant  BLUE CHIP BROADCASTING II, LTD.
	Mailing Address 5900 PRNCESS GARDEN PARKWY, 8TH FLOOR
	City LANHAM		State or Country (if foreign address) MD	ZIP Code 20706 -
	Telephone Number (include area code) 3013061111		E-Mail Address (if available)  LVILARDO@RADIO-ONE.COM
	FCC Registration Number:	Call Sign  WGZB-FM	Facility ID Number  10322
2.	Contact Representative (if other than Licensee/Permittee) MARY L. PLANTAMURA		Firm or Company Name DAVIS WRIGHT TREMAINE LLP
	Telephone Number (include area code) 2025086600		E-Mail Address (if available) MARYPLANTAMURA@DWT.COM
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 WGZB-FM 53202 CORYDON IN FM Call Letters Facility ID Number Location (City/State) Class of service WIZF 5893 ERLANGER KY FM Call Letters Facility ID Number Location (City/State) Class of service WMJM 10322 JEFFERSON KY FM Call Letters Facility ID Number Location (City/State) Class of service WULV 37236 LOUISVILLE KY FM Call Letters Facility ID Number Location (City/State) Class of service WLRS 51074 SHEPHERDSVILLE KY FM Call Letters Facility ID Number Location (City/State) Class of service KTTB 70705 GLENCOE MN FM Call Letters Facility ID Number Location (City/State) Class of service WDJX 55498 LOUISVILLE KY FM All of the information furnished in this Report is accurate as of 09/10/2001 (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 AMENDED AND RESTATED BYLAWS FOR RADIO ONE, INC. NA 03/17/2000 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration AMENDED AND RESTATED CERTIFICATE OF INCORPORATION FOR RADIO ONE LICENSES, INC. NA 05/19/1997 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration RESTATED BYLAWS BELL BROADCASTING COMPANY 05/11/1993
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 BLUE CHIP BROADCASTING LICENSES II,LTE. 5900 PRINCESS GARDEN PKWYY. 8T FLOOR, LANHAM MD 20706 2. Gender (male or 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 LIMITED LIABILITY COMPANY 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address RADIO ONE, INC. 5900 PRINCESS GARDEN, PKWY, 8FLOOR LANHAM, MD 20706 2. Gender (male or 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 COPORATION 7. Percentage of votes 100.00 8. Percentage of total assets (equity debt plus) 100.00 (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 VICE PRESIDENT

of BLUE CHIP BROADCASTING LICENSES II, LTD.

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.)