Federal Communications Commission
Washington, D.C. 20554
Approved by OMB
3060-0010 (June 2002)
FCC 323
FOR FCC USE ONLY
 
OWNERSHIP REPORT FOR COMMERCIAL BROADCAST STATIONS

Read INSTRUCTIONS Before Filling Out Form

FOR COMMISSION USE ONLY
FILE NO.

BOA - 20080501AAY
Section I - General Information
1. Legal Name of the Applicant 
LINCOLN BROADCASTING, LLC
Mailing Address
1314 DOUGLAS STREET
SUITE 1500
City
OMAHA
State or Country (if foreign address)
NE
ZIP Code
68102 - 1848
Telephone Number (include area code)
4024441726
E-Mail Address (if available) 
FCC Registration Number:
0007751225
Call Sign 
Facility ID Number 
84453
2. Contact Representative (if other than Licensee/Permittee)
MARISSA G. REPP, ESQ.
Firm or Company Name
HOGAN & HARTSON L.L.P.
Telephone Number (include area code)
2026376845
E-Mail Address (if available)
MGREPP@HHLAW.COM
3. Name of entity, if other than licensee or permittee, for which report is filed
OMAHA WORLD-HERALD COMPANY
Mailing Address
1314 DOUGLAS STREET
SUITE 1500

City
OMAHA
State or Country (if foreign address)
NE
ZIP Code
68102 - 1848
Telephone Number (include area code)
4024441726
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
KCWL-TV 84453 LINCOLN NE TV



All of the information furnished in this Report is accurate as of 04/30/2008 (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
2003 RESTATED CERTIFICATE OF INCORPORATION OF OMAHA WORLD-HERALD COMPANY OMAHA WORLD-HERALD COMPANY 10/27/2003

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 OF OMAHA WORLD-HERALD COMPANY OMAHA WORLD-HERALD COMPANY

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SEE ALSO EXHIBIT 2

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF DESIGNATION OF SERIES 1 CLASS Z STOCK OMAHA WORLD-HERALD COMPANY 01/31/2005


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
COMMON, CLASS A, SERIES A
V
5000000
1639406
2900554
460040

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
COMMON, CLASS A, SERIES AA
V
1250000
458902
791098

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
COMMON, CLASS B, SERIES B
N
350000
145626
204374

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
COMMON, CLASS B, SERIES BB
N
1250000
1250000

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
COMMON, CLASS Z
N
500000
500000

Class of stock (preferred, common or other)
Voting or Non-voting
Number of Shares
Authorized
Issued and Outstanding
Treasury
Unissued
PREFERRED
N
150000
150000


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 PETER KIEWIT FOUNDATION, OMAHA, NE
2. Gender (male or female) N/A
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 STOCKHOLDER
7. Percentage of votes 20.00
8. Percentage of total assets (equity debt plus)

1. Name and Address OMAHA WORLD-HERALD COMPANY, OMAHA, NE
2. Gender (male or female) N/A
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 RESPONDENT
7. Percentage of votes 100.00
8. Percentage of total assets (equity debt plus)

1. Name and Address JOHN GOTTSCHALK, OMAHA, NE
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 CHAIRMAN & DIRECTOR
7. Percentage of votes 10.25
8. Percentage of total assets (equity debt plus)

1. Name and Address TERRY J. KROEGER, OMAHA, NE
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 CEO, PRESIDENT & DIRECTOR
7. Percentage of votes 12.56
8. Percentage of total assets (equity debt plus)

1. Name and Address DUANE R. POLODNA, OMAHA, NE
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 SENIOR VICE PRESIDENT, TREASURER, CFO & DIRECTOR
7. Percentage of votes 2.87
8. Percentage of total assets (equity debt plus)

1. Name and Address MICHAEL L. GALLAGHER, PHOENIX, AZ
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 DIRECTOR
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus)

1. Name and Address PAUL C. JESSEN, OMAHA, NE
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 DIRECTOR
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus)

1. Name and Address A. WILLIAM KERNEN, OMAHA, NE
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 DIRECTOR
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus)

1. Name and Address LAWRENCE D. KING, OMAHA, NE
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 DIRECTOR
7. Percentage of votes 2.86
8. Percentage of total assets (equity debt plus)

1. Name and Address J. SCOTT SEARL, OMAHA, NE
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 VICE PRESIDENT & SECRETARY
7. Percentage of votes 2.36
8. Percentage of total assets (equity debt plus)

1. Name and Address DOUGLAS K. HIEMSTRA, OMAHA, NE
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 VICE PRESIDENT OF OPERATIONS
7. Percentage of votes 1.09
8. Percentage of total assets (equity debt plus)

1. Name and Address DAVID A. WINEGARDEN, OMAHA, NE
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 VICE PRESIDENT OF SALES AND MARKETING
7. Percentage of votes 0.04
8. Percentage of total assets (equity debt plus)


(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]



SECTION III - CERTIFICATION


I certify that I am VICE PRESIDENT AND SECRETARY

(Official Title)


of OMAHA WORLD-HERALD COMPANY

(Exact legal title or name of respondent)


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.)

Signature
J. SCOTT SEARL
Date
04/30/2008
Telephone Number of Respondent (Include area code) 4024441726

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:
EXHIBIT 1

APPLICANT FILED WITH THE FCC A REQUEST FOR EXTENSION OF TIME UNTIL MAY, 1, 2008, BY WHICH TO FILE BIENNIAL OWNERSHIP REPORTS AND DOCUMENTS PURSUANT TO SECTION 73.3613 OF THE COMMISSION'S RULES.



Attachment 1


Exhibit 2
Description:
EXHIBIT 2

OMAHA WORLD-HERALD COMPANY ('OWHC') IS AN EMPLOYEE-OWNED COMPANY. IT PRESENTLY HAS APPROXIMATELY 340 EMPLOYEE-SHAREHOLDERS. IN ADDITION TO THE EMPLOYEE-SHAREHOLDERS, THERE IS ONE OUTSIDE INSTITUTIONAL INVESTOR, THE PETER KIEWIT FOUNDATION, WHICH OWNS APPROXIMATELY 20% OF THE OUTSTANDING COMMON STOCK OF THE COMPANY. ACCORDING TO OWHC'S RESTATED CERTIFICATE OF INCORPORATION, OWHC MUST RETAIN EMPLOYEE STOCK OWNERSHIP, WITH THE EXCEPTION OF THE STOCK HELD BY THE PETER KIEWIT FOUNDATION. EACH YEAR OWHC OFFERS STOCK AND CONVERTIBLE DEBENTURES OF OWHC PURSUANT TO AN EMPLOYEE STOCK PURCHASE PLAN AND AN EMPLOYEE CONVERTIBLE DEBENTURE PLAN. UNDER THE TERMS OF THE STOCK REPURCHASE AGREEMENT ENTERED INTO BETWEEN EMPLOYEE-SHAREHOLDERS AND OWHC, AND OWHC'S RESTATED CERTIFICATE OF INCORPORATION, EACH EMPLOYEE MAY PUT OR SELL HIS OR HER OWHC STOCK BACK TO OWHC AT ANY TIME AT THAT YEAR'S ESTABLISHED STOCK PRICE AND AT ANY TIME OWHC MAY CALL OR REPURCHASE STOCK FROM ANY OR ALL EMPLOYEES AT SUCH PRICE. IN ADDITION, EMPLOYEE-SHAREHOLDERS ARE OBLIGATED TO SELL THEIR STOCK BACK TO OWHC UPON TERMINATION OF EMPLOYMENT WITH OWHC FOR ANY REASON, INCLUDING DEATH, DISABILITY AND RETIREMENT. EMPLOYEE-SHAREHOLDERS MAY NOT TRANSFER OWHC STOCK TO ANY OTHER PARTY. THE SAME RESTRICTIONS APPLY WITH RESPECT TO CONVERTIBLE DEBENTURES.

IN ADDITION, OWHC IS A PARTY TO DEBT AGREEMENTS WHICH CONTAIN TYPICAL COVENANTS REGARDING THE BORROWER'S FINANCIAL OPERATIONS.

THE PETER KIEWIT FOUNDATION HAS THE FOLLOWING FIVE TRUSTEES: MOGENS C. BAY, MICHAEL L. GALLAGHER, JOHN W. HANCOCK, EVA-ALTA D. KIEWIT AND G. RICHARD RUSSELL. LYN WALLIN ZIEGENBEIN IS EXECUTIVE DIRECTOR AND SECRETARY OF THE BOARD OF TRUSTEES. NONE OF THESE PERSONS HAS ANY ATTRIBUTABLE INTEREST IN ANY REGULATED MEDIA, EXCEPT TO THE EXTENT EACH HOLDS SUCH AN INTEREST THROUGH OMAHA WORLD-HERALD COMPANY. FOUR OF THE TRUSTEES ARE US CITIZENS AS WELL AS LYN WALLIN ZIEGENBEIN. MR. BAY IS A CITIZEN OF DENMARK. EACH OF THESE PERSONS HAS THE FOLLOWING MAILING ADDRESS: PETER KIEWIT FOUNDATION, 8805 INDIAN HILLS DRIVE, SUITE 225, OMAHA, NE 68114.

NO INDIVIDUAL OR ENTITY HOLDS 33% OR MORE OF THE TOTAL ASSETS (EQUITY PLUS DEBT) OF OMAHA WORLD-HERALD COMPANY.

NOTE THAT ALL OF THE INFORMATION FURNISHED IN THIS REPORT IS ACCURATE AS OF 4/30/2008, EXCEPT FOR REPORTED NUMBERS AND PERCENTAGES OF SHARES OUTSTANDING AND HELD, WHICH ARE ACCURATE AS OF 3/30/2008.


Attachment 2


Exhibit 3
Description:
EXHIBIT 3

OMAHA WORLD-HERALD COMPANY IS THE PUBLISHER OF DAILY NEWSPAPERS IN NEBRASKA, INCLUDING THE KEARNEY HUB, A DAILY NEWSPAPER PUBLISHED IN KEARNEY, NEBRASKA, AND THE OMAHA WORLD-HERALD, PUBLISHED IN OMAHA, NEBRASKA. THE GRADE A CONTOUR OF KCWL-TV, LINCOLN, NEBRASKA, DOES NOT ENCOMPASS ENTIRELY THE COMMUNITY OF PUBLICATION OF ANY OF THE DAILY NEWSPAPERS PUBLISHED BY OMAHA WORLD-HERALD COMPANY, AND CONSEQUENTLY KCWL-TV IS NOT IN THE SAME 'MARKET' AS SUCH NEWSPAPERS FOR THE PURPOSES OF 47 C.F.R. SECTION 73.3555(C).



Attachment 3