1.	Legal Name of the Applicant  GREAT SCOTT BROADCASTING
	Mailing Address 224 MAUGERS MILL ROAD
	City POTTSTOWN		State or Country (if foreign address) PA	ZIP Code 19464 -
	Telephone Number (include area code) 6109701500		E-Mail Address (if available)
	FCC Registration Number: 0003253143	Call Sign  WKHI	Facility ID Number  67576
2.	Contact Representative (if other than Licensee/Permittee) DENNIS P. CORBETT, ESQ.		Firm or Company Name LEVENTHAL SENTER & LERMAN PLLC
	Telephone Number (include area code) 2024298970		E-Mail Address (if available) DCORBETT@LSL-LAW.COM
3.	Name of entity, if other than licensee or permittee, for which report is filed GREAT SCOTT BROADCASTING
	Mailing Address 224 MAUGERS MILL ROAD
	City POTTSTOWN		State or Country (if foreign address) PA	ZIP Code 19464 -
	Telephone Number (include area code) 6109701500		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 WPAZ 25002 POTTSTOWN PA AM Call Letters Facility ID Number Location (City/State) Class of service WKHW 67576 POCOMOKE CITY MD FM Call Letters Facility ID Number Location (City/State) Class of service WOCQ 47107 BERLIN MD FM Call Letters Facility ID Number Location (City/State) Class of service WGBG 4340 SEAFORD DE FM Call Letters Facility ID Number Location (City/State) Class of service WJNE 30858 BETHANY BEACH DE FM Call Letters Facility ID Number Location (City/State) Class of service WJWK 4339 SEAFORD DE AM Call Letters Facility ID Number Location (City/State) Class of service WJWL 25007 GEORGETOWN DE AM Call Letters Facility ID Number Location (City/State) Class of service WKDB 16661 OCEAN VIEW DE FM Call Letters Facility ID Number Location (City/State) Class of service WZBH 25003 MILLSBORO DE FM Call Letters Facility ID Number Location (City/State) Class of service WZEB 53993 SEAFORD DE FM Call Letters Facility ID Number Location (City/State) Class of service WKHI 4107 FRUITLAND MD FM All of the information furnished in this Report is accurate as of 06/28/2004 (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 LIMITED PARTNERSHIP AGREEMENT SEE RESPONSE TO QUESTION 9(A) FOR DESCRIPTION OF GENERAL AND LIMITED PARTNERS 09/27/1991 11/05/2016 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration SCOTT FAMILY TRUST AGREEMENT (NOT SUBMITTED PURSUANT TO SECTION 73.3613(B)(3)(III)) CREATED BY HERBERT SCOTT FOR BENEFIT OF FAYE, JEFFREY, MARC, MITCHELL, KAREN AND TODD SCOTT 11/06/1981 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration FAYE SCOTT ANNUITY TRUST (NOT SUBMITTED PURSUANT TO SECTION 73.3613(B)(3)(III)) CREATED FOR BENEFIT OF FAYE SCOTT 03/06/2000 Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration ASSIGNMENT OF PARTNERSHIP REDEMPTION AGREEMENT GREAT SCOTT BROADCASTING, THE MARITAL TRUST, AND THE SCOTT FAMILY TRUST 03/06/2000
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 NOT APPLICABLE
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 GREAT SCOTT BROADCASTING, 224 MAUGERS MILL ROAD, POTTSTOWN, PA 19464 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 N/A 7. Percentage of votes 8. Percentage of total assets (equity debt plus) 1. Name and Address FAMILY TRUST FOR THE BENEFIT OF FAYE, MARC, MITCHELL, JEFFERY, KAREN, AND TODD SCOTT U/D/T DATED 11/06/1981, FAYE SCOTT SPECIAL TRUSTEE, CHARLES MOTT, AND JAMES WORTHINGTON, CO-TRUSTEES, 224 MAUGERS MILL ROAD, POTTSTOWN, PA 19464 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 PARTNER 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 69.05 1. Name and Address FAYE SCOTT ANNUITY TRUST U/D/T DATED 03/06/2002, JAMES WORTHINGTON AND CHARLES MOTT, CO-TRUSTEES, PHILADELPHIA, PA 19103 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 PARTNER 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 5.25 1. Name and Address GREAT SCOTT COMMUNICATIONS, INC., 224 MAUGERS MILL ROAD, POTTSTOWN, PA 19464 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 GENERAL PARTNER 7. Percentage of votes 100.00 8. Percentage of total assets (equity debt plus) 0.75 1. Name and Address FAYE SCOTT, 1018 TIMBER LANE, POTTSTOWN, PA 19464 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 SPECIAL TRUSTEE OF FAMILY TRUST 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address CHARLES MOTT, 1018 TIMBER LANE, POTTSTOWN, PA 19464 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 CO-TRUSTEE OF FAMILY TRUST & CO-TRUSTEE OF ANNUITY TRUST 7. Percentage of votes 0.00 8. Percentage of total assets (equity debt plus) 0.00 1. Name and Address JAMES WORTHINGTON, 806 DARBY ROAD, HAVERTOWN, PA 19803 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 CO-TRUSTEE OF FAMILY TRUST & CO-TRUSTEE OF ANNUITY TRUST 7. Percentage of votes 0.00 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]

I certify that I am PRESIDENT

of THE SOLE GENERAL PARTNER OF GREAT SCOTT BROADCASTING

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.)