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 - 20030410ADV
Section I - General Information
1. Legal Name of the Licensee/Permittee
GRASS VALLEY BROADCASTING, LLC
Mailing Address
9134 SILVERWOOD COURT

City
GRANITE BAY
State or Country (if foreign address)
CA
Zip Code
95746 -
Telephone Number (include area code)
9167919635
E-Mail Address (if available)
LAZETAMAN@AOL.COM
FCC Registration Number:
0008669103
Call Sign
970814MO
Facility ID Number
87969
2. Contact Representative (if other than licensee/permittee)
DENNIS J. KELLY, ESQ.
Firm or Company Name
LAW OFFICE OF DENNIS J. KELLY
Mailing Address
POST OFFICE BOX 41177

City
WASHINGTON
State or Country (if foreign address)
DC
ZIP Code
20018 -
Telephone Number (include area code)
2022932300

E-Mail Address (if available)
DKELLYFCCLAW1@COMCAST.NET
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. 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
PHOENIX BROADCASTING FM PARTNERSHIP
Mailing Address
POST OFFICE BOX 2371

City
CHICO
State or Country (if foreign address)
CA
Zip Code
95927 -
Telephone Number (include area code)
5303434200
E-Mail Address (if available)

GARY@KATZ.NET
3.
Contact Representative (if other than transferor)
DENNIS J. KELLY, ESQ.
Firm or Company Name
LAW OFFICE OF DENNIS J. KELLY
Mailing Address
POST OFFICE BOX 41177

City
WASHINGTON
State or Country (if foreign address)
DC
Zip Code
20018 -
Telephone Number (include area code)
2022932300

E-Mail Address (if available)
DKELLYFCCLAW1@COMCAST.NET
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)
PHOENIX BROADCASTING FM PARTNERSHIP, POST OFFICE BOX 2371, CHICO, CA 95927 US 11.1 11.1 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)
ROY E. HENDERSON, D/B/A KNIGHT MONUMENT BROADCASTING, 2809 CREEKVIEW DRIVE, FLOWER MOUND, TX 76022 US 11.1 11.1 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)
WILLIAM RICHARD GREEN, 3200 WILKINSON ROAD, CAMERON PARK, CA 95682 US 11.1 11.1 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)
GEORGE S. FLINN, JR.,188 S. BELLEVUE, SUITE 222, MEMPHIS, TN 38104 US 11.1 11.1 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)
EDUCATIONAL MEDIA FOUNDATION, 5700 WEST OAKS BLVD., ROCKLIN, CA 95765 US 11.1 11.1 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)
JOEL T. SAXBERG, 2322 S. SECOND AVENUE, ARCADIA, CA 91006 US 11.1 11.1 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)
GRASS VALLEY FM PARTNERSHIP, 9134 SILVERWOOD COURT, GRANITE BAY, CA 95746 US 11.1 11.1 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)
POINT BROADCASTING COMPANY, 715 BROADWAY, SUITE 320, SANTA MONICA, CA 90401 US 11.1 11.1 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)
NI ACQUISITION CORP.,4880 SANTA ROSA ROAD, SUITE 300, CAMARILLO, CA 93012 US 11.1 11.1 100 100


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
GARY KATZ
Typed or Printed Title of Person Signing
TRANSFEROR
Signature
Date
08/15/2003
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
87969
970814MO
BPH- 19970814MO
GRASS VALLEY CA


 
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
AMADOR S. BUSTOS
Typed or Printed Title of Person Signing
MANAGER
Signature
Date
08/15/2003
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)
NI ACQUISITION CORP.
Mailing Address
4880 SANTA ROSA ROAD, SUITE 300

City
CAMARILLO
State or Country (if foreign address)
CA
Zip Code
93012 -
Telephone Number (include area code)
8059870400
E-Mail Address (if available)

CHRISH@SALEM.CC
3.
Contact Representative (if other than transferee)
ANN BAVENDER
Firm or Company Name
FLETCHER HEALD & HILDRETH, PLC
Mailing Address
1300 NORTH 17TH STREET
11TH FLOOR

City
ARLINGTON
State or Country (if foreign address)
VA
Zip Code
22209 - 3801
Telephone Number (include area code)
7038120438

E-Mail Address (if available)
BAVENDER@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]


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
JONATHAN L. BLOCK
Typed or Printed Title of Person Signing
VICE-PRESIDENT
Signature
Date
08/15/2003

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:
AMENDMENT

THIS AMENDMENT FILED 8/15/03 SUBMITS ON THE NEW VERSION OF FORM 315 SUPPLEMENTAL INFORMATION DEMONSTRATING COMPLIANCE WITH THE COMMISSION'S NEW MULTIPLE OWNERSHIP RULES.

Attachment 1


Exhibit 5
Description:
OTHER TRANSFERORS

THERE ARE A TOTAL OF EIGHT (8) TRANSFERORS IN THIS APPLICATION. IN ADDITION TO PHOENIX BROADCASTING FM PARTNERSHIP, HERE ARE THE OTHER TRANSFERORS:

LEGAL NAME OF TRANSFEROR: ROY E. HENDERSON D/B/A
                           KNIGHT MOUNTAIN BROADCASTING
MAILING ADDRESS:           2809 CREEKSIDE DRIVE,
                           FLOWER MOUND, TX 75022
TELEPHONE:                 713-227-2600
E-MAIL:                    BAYPORT@BAYPORT.COM
CONTACT REP:               F. W. HANNEL
FIRM:                      F. W. HANNEL & ASSOCIATES
MAILING ADDRESS:           10733 EAST BUTHERUS DRIVE
                           SCOTTSDALE, AZ 85250
TELEPHONE:                 480-585-7475
E-MAIL:                    FRED@FWHANNEL.COM

LEGAL NAME OF TRANSFEROR: WILLIAM RICHARD GREEN
MAILING ADDRESS:           3200 WILKINSON ROAD,
                           CAMERON PARK, CA 95762
TELEPHONE:                 530-677-7417
E-MAIL:                    RICH@RICHGREEN.NET
CONTACT REP:               DENNIS J. KELLY
FIRM:                      LAW OFFICE OF DENNIS J. KELLY
MAILING ADDRESS:           P. O. BOX 41177
                           WASHINGTON, DC 20018
TELEPHONE:                 202-293-2300
E-MAIL:                    DKELLYFCCLAW1@COMCAST.NET

LEGAL NAME OF TRANSFEROR: GEORGE S. FLINN, JR.
MAILING ADDRESS:           188 S. BELLEVUE, SUITE 222
                           MEMPHIS, TN 38104
TELEPHONE:                 901-726-1178
E-MAIL:                    WHBQ@AOL.COM
CONTACT REP:               STEPHEN C. SIMPSON, ESQ.
FIRM:                      LAW OFFICE OF STEPHEN C. SIMPSON
MAILING ADDRESS:           1090 VERMONT AVENUE, NW, SUITE 800,
                           WASHINGTON, DC 20005
TELEPHONE:                 202-408-7035
E-MAIL:                    AIRWAVESJD@AOL.COM

LEGAL NAME OF TRANSFEROR: EDUCATIONAL MEDIA FOUNDATION
MAILING ADDRESS:           5700 WEST OAKS BLVD.,
                           ROCKLIN, CA 95765
TELEPHONE:                 800-434-8400
E-MAIL:                    JMILLER@KLOVE.COM
CONTACT REP:               AMY L. VAN DE KERCKHOVE, ESQ.
FIRM:                      SHAW PITTMAN
MAILING ADDRESS:           2300 N STREET, NW
                           WASHINGTON, DC 20037-1128
TELEPHONE:                 202-663-8076
E-MAIL:                    AMY.VAN.DE.KERCKHOVE@SHAWPITTMAN.COM

LEGAL NAME OF TRANSFEROR: JOEL T. SAXBERG
MAILING ADDRESS:           2322 S. SECOND AVENUE,
                           ARCADIA, CA 91006
TELEPHONE:                 626-447-9917
E-MAIL:                    JOEL@BEEMCO.COM
CONTACT REP:               PETER GUTMANN, ESQ.
FIRM:                      WOMBLE, CARLYLE, SANDRIDGE & RICE
MAILING ADDRESS:           1401 EYE STREET, NW, SEVENTH FLOOR
                           WASHINGTON, DC
TELEPHONE:                 202-857-4532
E-MAIL:                    PGUTMANN@WCSR.COM

LEGAL NAME OF TRANSFEROR: GRASS VALLEY FM PARTNERSHIP
MAILING ADDRESS:           9134 SILVERWOOD COURT,
                           GRANITE BAY, CA 95746
TELEPHONE:                 916-791-9635
E-MAIL:                    LAZETAMAN@AOL.COM
CONTACT REP:               DENNIS J. KELLY, ESQ.
FIRM:                      LAW OFFICE OF DENNIS J. KELLY
MAILING ADDRESS:           P. O. BOX 41177,
                           WASHINGTON, DC 20018
TELEPHONE:                 202-293-2300
E-MAIL:                    DKELLYFCCLAW1@COMCAST.NET

LEGAL NAME OF TRANSFEROR: POINT BROADCASTING COMPANY
MAILING ADDRESS:           715 BROADWAY, SUITE 320
                           SANTA MONICA, CA 90401
TELEPHONE:                 310-451-4430
E-MAIL:                    JHEARNE@GETTINGAIR.COM
CONTACT REP:               ALVIN SOUDER
FIRM:                      POINT BROADCASTING COMPANY
MAILING ADDRESS:           715 BROADWAY, SUITE 320
                           SANTA MONICA, CA 90401
TELEPHONE:                 310-451-4430
E-MAIL:                    ASOUDER@GETTINGAIR.COM

Attachment 5


Exhibit 7
Description:
TRANSACTIONAL DOCUMENT; OMITTED ATTACHMENT

SEE ATTACHED 'PDF' FILE FOR THE 'PURCHASE AGREEMENT'.

EXHIBIT 1 TO THE PURCHASE AGREEMENT, WHICH IS A COPY OF THE TRANSMITTER SITE LEASE FOR THE STATION, HAS BEEN OMITTED SINCE IT IS PROPRIETARY IN NATURE AND NOT RELATED TO COMMISSION REVIEW OF THE APPLICATION.

Attachment 7
Description
PURCHASE AGREEMENT


Exhibit 8
Description:
OTHER BROADCAST INTERESTS OF RETIRING PARTIES

GRASS VALLEY BROADCASTING, LLC HAS NO OTHER BROADCAST INTERESTS. THE BROADCAST INTERESTS OF THE EIGHT MEMBERS OF GRASS VALLEY BROADCASTING, LLC WHO ARE SELLING THEIR INTERESTS IN GRASS VALLEY BROADCASTING, LLC TO NI ACQUISITION CORPORATION ARE LISTED IN THE ATTACHED 'PDF' FILE.

Attachment 8
Description
TRANSFEROR'S OTHER BROADCAST INTERESTS


Exhibit 9
Description:
EXPLANATION OF RESPONSE

EDUCATIONAL MEDIA FOUNDATION MAKES THE FOLLOWING STATEMENT:

EDUCATIONAL MEDIA FOUNDATION HAS PROVIDED THE FOLLOWING INFORMATION RELATIVE TO PARAGRAPH 5 OF SECTION III OF FCC FORM 315 (ALL OF THE OTHER MEMBERS OF GRASS VALLEY BROADCASTING LLC CAN CERTIFY TO THIS QUESTION IN THE AFFIRMATIVE WITHOUT EXPLANATION):


EMF HAS PENDING THE FOLLOWING APPLICATIONS AGAINST WHICH PETITIONS TO DENY HAVE BEEN FILED RAISING ISSUES THAT MAY BE CHARACTERIZED AS CHARACTER ISSUES. IT IS EMF'S BELIEF THAT NONE OF THESE ALLEGATIONS HAS MERIT AND THAT EACH WILL ULTIMATELY BE DECIDED IN EMF'S FAVOR.

1.APPLICATION FOR NONCOMMERCIAL EDUCATIONAL FM STATION AT KUNA, IDAHO (BPED﷓971027MC): ON OCTOBER 6, 1998, SOUTHERN IDAHO CORPORATION OF SEVENTH DAY ADVENTISTS, LICENSEE OF KTSY(FM), CALDWELL, IDAHO AND AN APPLICANT FOR A NEW NONCOMMERCIAL EDUCATIONAL FM STATION AT BUHL, IDAHO, FILED A PETITION TO DISMISS OR DENY EMF'S KUNA APPLICATION IN WHICH IT CHALLENGED EMF'S FINANCIAL QUALIFICATIONS BASED ON THE NUMBER OF APPLICATIONS THAT EMF HAD PENDING. IN ITS OPPOSITION, FILED OCTOBER 21, 1998, EMF INDICATED THAT IT HAD A BINDING FINANCIAL COMMITMENT FROM A LENDING SOURCE TO FUND THE COST OF CONSTRUCTION AND INITIAL OPERATION OF EVERY STATION FOR WHICH IT HAS APPLIED.

2.APPLICATION FOR FM TRANSLATOR STATION AT ST. JOSEPH, MISSOURI (BPFT﷓970911TH): ON FEBRUARY 20, 1998, PENSACOLA CHRISTIAN COLLEGE, A COMPETING APPLICANT FOR A NEW FM TRANSLATOR AT ST. JOSEPH, MISSOURI, FILED A PETITION TO DENY EMF'S ST. JOSEPH APPLICATION IN WHICH IT ALLEGED THAT EMF HAD FALSELY CERTIFIED THAT IT HAD OBTAINED REASONABLE ASSURANCE OF THE AVAILABILITY OF ITS PROPOSED TRANSMITTER SITE. IN ITS OPPOSITION, FILED MARCH 5, 1998, EMF SUBMITTED DOCUMENTATION DEMONSTRATING THAT IT HAD OBTAINED REASONABLE SITE ASSURANCE FROM MOTOROLA, A TOWER LESSEE WHO HAD REPRESENTED TO EMF THAT IT HAD AUTHORITY TO NEGOTIATE WITH OTHER POTENTIAL LESSEES REGARDING THE LEASE OF SPACE ON THE TOWER.

IN ADDITION TO THESE PENDING APPLICATIONS, EMF WITHDREW THE FOLLOWING APPLICATIONS, WHICH HAD BEEN OPPOSED BY COMPETING APPLICANTS, IN PART, BASED UPON CERTAIN CHARACTER ALLEGATIONS:

1.APPLICATION FOR FM TRANSLATOR STATION AT ANCHORAGE, ALASKA (BPFT﷓971003TF): PETITION TO DENY FILED ON FEBRUARY 20, 1998 BY THE UNIVERSITY OF ALASKA BOARD OF REGENTS, LICENSEE OF KRUA(FM), ANCHORAGE, ALASKA. PETITION ALLEGED THAT EMF FAILED TO OBTAIN REASONABLE ASSURANCE OF THE AVAILABILITY OF ITS PROPOSED TRANSMITTER SITE. THOUGH EMF WITHDREW THE APPLICATION DUE TO POTENTIAL INTERFERENCE BY ITS PROPOSED TRANSLATOR TO KRUA(FM), IT RESPONDED TO THE REASONABLE SITE ASSURANCE CLAIM ON MARCH 13, 1998 BY SUBMITTING A LETTER FROM THE TOWER OWNER DATED PRIOR TO THE FILING OF ITS APPLICATION GRANTING REASONABLE SITE ASSURANCE.

2.APPLICATION FOR FM TRANSLATOR STATION AT THE DALLES, OREGON (BPFT﷓970206TB): PETITION TO DENY FILED ON JULY 16, 1997 BY METRO CATHOLIC BROADCASTING, INC., LICENSEE OF K256AC, THE DALLES, OREGON. PETITION CHALLENGED EMF'S FINANCIAL QUALIFICATIONS. THOUGH EMF WITHDREW THE APPLICATION DUE TO POTENTIAL INTERFERENCE BY ITS PROPOSED TRANSLATOR TO K256AC, ON JULY 29, 1997, EMF FILED A RESPONSE INDICATING THAT IT HAD A BINDING FINANCIAL COMMITMENT FROM A LENDING SOURCE TO FUND AND OPERATE EACH OF THE STATIONS FOR WHICH IT HAD APPLIED.




Attachment 9


Exhibit 10
Description:
EXPLANATION OF RESPONSE

EDUCATIONAL MEDIA FOUNDATION HAS PROVIDED THE FOLLOWING INFORMATION RELATIVE TO PARAGRAPH 6 OF SECTION II OF FCC FORM 301 (ALL OF THE OTHER MEMBERS OF GRASS VALLEY BROADCASTING LLC CAN CERTIFY TO THIS QUESTION IN THE AFFIRMATIVE WITHOUT EXPLANATION):

THE COMMISSION HAS DISMISSED IN THE PAST SEVERAL OF EMF’S OTHER APPLICATIONS FOR NEW FM TRANSLATORS ON TECHNICAL GROUNDS. THE DISMISSAL OF THESE APPLICATIONS DID NOT INVOLVE ANY CHARACTER ISSUES OR OTHER SIMILAR MATTERS RELATING TO EMF’S LEGAL QUALIFICATIONS. IN ADDITION, THE COMMISSION DISMISSED THE FOLLOWING APPLICATION REGARDING WHICH CHARACTER ISSUES HAD BEEN RAISED:

1.APPLICATION FOR FM TRANSLATOR STATION AT GOLF MANOR, OHIO (BPFT﷓19990125TB): ON MARCH 4, 1999, THE BOARD OF TRUSTEES OF THE UNIVERSITY OF CINCINNATI (THE 'UNIVERSITY'), LICENSEE OF WGUC(FM), CINCINNATI, OHIO, FILED A PETITION TO DISMISS OR DENY EMF'S GOLF MANOR APPLICATION IN WHICH IT ALLEGED THAT EMF FALSELY CERTIFIED THAT IT HAD REASONABLE ASSURANCE OF THE AVAILABILITY OF ITS PROPOSED TRANSMITTER SITE. IN ITS OPPOSITION, FILED MARCH 24, 1999, EMF SUBMITTED DOCUMENTATION DEMONSTRATING THAT IT HAD OBTAINED REASONABLE SITE ASSURANCE FROM MOTOROLA NETWORK SERVICES ('MOTOROLA'), A TENANT AT THE SITE WHO HAD INDICATED TO EMF THAT ITS LEASE WITH THE SITE OWNER PERMITTED IT TO SUBLEASE SPACE ON THE TOWER. WHEN THE TOWER OWNER LATER CONTRADICTED MOTOROLA'S ASSERTION, EMF AMENDED ITS APPLICATION TO RELOCATE THE STATION. ON FEBRUARY 9, 2000, THE UNIVERSITY CHALLENGED EMF'S REASONABLE SITE ASSURANCE AT THE NEW SITE. IN ITS OPPOSITION FILED ON MARCH 2, 2000, EMF SUBMITTED THE DECLARATION OF JEFF WALL, EMF'S SYSTEM DESIGNER, WHO INDICATED THAT HE HAD OBTAINED REASONABLE SITE ASSURANCE FROM THE OPERATIONS MANAGER OF THE STATION WHOSE LICENSEE OWNED THE TOWER. BY LETTER DATED NOVEMBER 27, 2000, THE COMMISSION DISMISSED THE APPLICATION BASED ON ITS FINDING THAT, DESPITE ITS REPRESENTATIONS TO EMF, MOTOROLA HAD NO ACTUAL AUTHORITY TO LEASE SPACE AT THE ORIGINAL SITE. SPECIFICALLY, THE COMMISSION CONCLUDED, “[W]HILE WE FIND NO EVIDENCE THAT EMF MISREPRESENTED THE AVAILABILITY OF ITS ORIGINAL SITE, WE BELIEVE THAT EMF HAS NOT MET ITS BURDEN OF DEMONSTRATING THAT IT HAD A REASONABLE ASSURANCE THAT THE SPECIFIED SITE WAS IN FACT AVAILABLE TO IT.” LETTER TO VERONICA D. MCLAUGHLIN, ESQ. FROM LINDA BLAIR, CHIEF, AUDIO SERVICES DIVISION, MASS MEDIA BUREAU, DATED NOVEMBER 27, 2000. BECAUSE EMF, THROUGH NO FAULT OF ITS OWN, COULD NOT HAVE OBTAINED REASONABLE SITE ASSURANCE FROM MOTOROLA, THE COMMISSION HELD THAT EMF COULD NOT AMEND ITS APPLICATION TO PROPOSE A NEW TRANSMITTER SITE. THUS, THE COMMISSION DID NOT ADDRESS THE ALLEGATIONS CONCERNING THE SITE SPECIFIED IN THE AMENDED APPLICATION.


Attachment 10


Exhibit 15
Description:
OMITTED AGREEMENT ATTACHMENT

EXHIBIT 1 TO THE PURCHASE AGREEMENT, WHICH IS A COPY OF THE TRANSMITTER SITE LEASE FOR THE STATION, HAS BEEN OMITTED SINCE IT IS PROPRIETARY IN NATURE AND NOT RELATED TO COMMISSION REVIEW OF THE APPLICATION.

Attachment 15


Exhibit 16
Description:
OWNERSHIP OF TRANSFEREE

SEE ATTACHED 'PDF' FILE.

Attachment 16
Description
PARTIES TO NI ACQUISITION CORP.


Exhibit 18
Description:
OTHER BROADCAST INTERESTS

SEE ATTACHED 'PDF' FILE.

Attachment 18
Description
Other Broadcast Interests


Exhibit 20
Description:
DUOPOLY STUDY

SEE ATTACHMENT.

AMEMDMENT: THE DUOPOLY STUDY IS SUPPLEMENTED WITH THE ATTACHED LIST OF 78 ON-AIR COMMERCIAL AM AND FM STATIONS WHICH HAVE CONTOURS OVERLAPPING THE CONTOUR OF KFIA(AM), CARMICHAEL, CA. THERE ARE, THUS, 78 STATIONS IN THE RELEVANT MARKET. ACCORDINGLY, THE PROPOSED OWNERSHIP OF KFIA(AM) AND THE CONSTRUCTION PERMIT FOR A NEW FM STATION AT GRASS VALLEY, CA WILL NOT RESULT IN OWNERSHIP OF MORE THAN HALF OF THE STATIONS IN THE RELEVANT MARKET.

FURTHER AMENDMENT 8/15/2003: THE ATTACHED SUPPLEMENT TO THE DUOPOLY STUDY DATED 8/15/2003 SUBMITS ON THE NEW VERSION OF FORM 315 INFORMATION DEMONSTRATING COMPLIANCE WITH THE COMMISSION'S NEW DOPOLY RULES.

Attachment 20
Description
Duopoly Study
Duopoly Study Supplement
Duopolu Study Supplement 8/15/2003