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 - 20111130ISC
Section I - General Information
1. Legal Name of the Applicant 
KMSB-TV, INC.
Mailing Address
400 SOUTH RECORD STREET
City
DALLAS
State or Country (if foreign address)
TX
ZIP Code
75202 -
Telephone Number (include area code)
2149776606
E-Mail Address (if available) 
FCC Registration Number:
0004335758
Call Sign 
KMSB
Facility ID Number 
44052
2. Contact Representative (if other than Licensee/Permittee)
KATHLEEN KIRBY
Firm or Company Name
WILEY REIN LLP
Telephone Number (include area code)
2027193360
E-Mail Address (if available)
KKIRBY@WILEYREIN.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
KMSB 44052 TUCSON AZ TV



All of the information furnished in this Report is accurate as of 10/01/2011 (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 INCORPORATION FOR A. H. BELO CORPORATION STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF CORRECTION TO CERTIFICATE OF INCORPORATION FOR A. H. BELO CORPORATION STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF OWNERSHIP AND MERGER FOR A. H. BELO CORPORATION STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION (BELO) STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION (BELO) STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION (BELO) STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF OWNERSHIP AND MERGER MERGING BELO CORP. WITH AND INTO A. H. BELO CORPORATION ---

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 BELO CORP STATE OF DELAWARE

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 A JUNIOR PARTICIPATING PREFERRED STOCK (BELO) STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDED CERTIFICATE OF DESIGNATION OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK (BELO) ---

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 B COMMON STOCK (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BELO 1995 EXECUTIVE COMPENSATION PLAN (AS RESTATED TO INCORPORATE AMENDMENTS THROUGH DECEMBER 4, 1997) --

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT TO 1995 EXECUTIVE COMPENSATION PLAN (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT TO 1995 EXECUTIVE COMPENSATION PLAN (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT TO 1995 EXECUTIVE COMPENSATION PLAN (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BELO 2000 EXECUTIVE COMPENSATION PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FIRST AMENDMENT TO BELO 2000 EXECUTIVE COMPENSATION PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SECOND AMENDMENT TO BELO 2000 EXECUTIVE COMPENSATION PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
THIRD AMENDMENT TO BELO 2000 EXECUTIVE COMPENSATION PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDED AND RESTATED 2004 EXECUTIVE COMPENSATION PLAN (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BELO SAVINGS PLAN AS AMENDED AND RESTATED ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FIRST AMENDMENT TO THE AMENDED AND RESTATED BELO SAVINGS PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SECOND AMENDMENT TO THE AMENDED AND RESTATED BELO SAVINGS PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
THIRD AMENDMENT TO THE AMENDED AND RESTATED BELO SAVINGS PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FOURTH AMENDMENT TO THE AMENDED AND RESTATED BELO SAVINGS PLAN ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDED AND RESTATED FIVE-YEAR COMPETITIVE ADVANCE AND REVOLVING CREDIT FACILITY AGREEMENT WITH JP MORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT; J.P. MORGAN SECURITIES INC. AND BANC OF AMERICA SECURITIES LLC, AS JOINT LEAD ARRANGERS, ET. AL. (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FIRST AMENDMENT TO THE AMENDED AND RESTATED FIVE-YEAR COMPETITIVE ADVANCE AND REVOLVING CREDIT FACILITY AGREEMENT DATED AS OF JUNE 7, 2006 AMONG THE COMPANY AND THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
SECOND AMENDMENT TO THE AMENDED AND RESTATED FIVE-YEAR COMPETITIVE ADVANCE AND REVOLVING CREDIT FACILITY AGREEMENT DATED AS OF JUNE 7, 2006 AMONG THE COMPANY AND THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A. AS ADMINISTRATIVE AGENT (BELO) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
GUARANTEE AGREEMENT AMONG BELO CORP., THE SUBSIDIARIES OF BELO CORP. IDENTIFIED HEREIN AND JPMORGAN CHASE BANK, N.A. ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF INCORPORATION OF A H FINANCE COMPANY STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF MERGER (MERGING THE PROVIDENCE JOURNAL COMPANY INTO A H FINANCE COMPANY AND CHANGING THE SURVIVING ENTITYS NAME TO BELO HOLDINGS, INC.) STATE OF DELAWARE

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BYLAWS OF BELO HOLDINGS, INC. ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CERTIFICATE OF INCORPORATION OF MOUNTAIN STATES BROADCASTING, INC. STATE OF ARIZONA

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
ARTICLES OF AMENDMENT OF ARTICLES OF INCORPORATION OF MOUNTAIN STATES BROADCASTING, INC. (CHANGING THE NAME FROM MOUNTAIN STATES BROADCASTING, INC. TO KMSB-TV) STATE OF ARIZONA

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BY-LAWS OF KMSB-TV, INC. --

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
NFL SUPPLEMENTAL AGREEMENT TO AFFILIATION AGREEMENT FOX BROADCASTING COMPANY AND KMSB-TV, INC.

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
EXTENSION #2 TO NFL SUPPLEMENTAL AGREEMENT TO AFFILIATION AGREEMENT FOX BROADCASTING COMPANY AND KMSB-TV, INC.

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
PRIME-TIME INVENTORY PURCHASE SUPPLEMENTAL AGREEMENT FOX BROADCASTING COMPANY AND KMSB-TV, INC.

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
STATION AFFILIATION AGREEMENT FOX BROADCASTING COMPANY AND KMSB-TV, INC.`

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT NO. 1 TO BYLAWS OF BELO CORP. (AS AMENDED AND RESTATED MARCH 9, 2009) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT NO. 2 TO BYLAWS OF BELO CORP. (AS AMENDED AND RESTATED MARCH 9, 2009) ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FIFTH AMENDMENT TO THE BELO SAVINGS PLAN AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2008 ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
AMENDMENT AND RESTATEMENT AGMT. TO AMENDED AND RESTATED FIVE-YEAR COMPETITIVE ADVANCE AND REVOLVING CREDIT FACILITY AGMT. DATED FEB. 26, 2009 AMONG THE COMPANY, THE LENDERS PARTY THERETO, JP MORGAN CHASE BANK, N.A., AS ADMIN. AGENT AND PARTIES THERETO ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FORM OF SUPPLEMENT TO THE GUARANTEE AGREEMENT DATED FEB. 26, 2009, AMONG THE COMPANY, THE SUBSIDIARIES OF THE COMPANY FROM TIME TO TIME PARTY THERETO AND JP MORGAN CHASE BANK, N.A. AS ADMINISTRATIVE AGENT ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FIRST AMENDMENT TO ITS AMENDED AND RESTATED FIVE-YEAR COMPETITIVE ADVANCE & REVOLVING CREDIT FACILITY AGMT. DATED AS OF 2/26/09, AS FURTHER AMENDED & RESTATED AS OF 11/16/09, AMONG THE CO., THE LENDERS PARTY THERETO, JPMORGAN CHASE BANK, N.A. AS AD. AGENT ---

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
LETTER AGREEMENT FOX BROADCASTING COMPANY AND KMSB-TV, INC.

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
DIGITAL MULITCAST AFFILIATION AGREEMENT THIS NETWORK, LLC AND BELO MANAGEMENT SERVICES, INC. (ON BEHALF OF KMSB)

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
LETTER AGREEMENT THIS NETWORK, LLC AND BELO MANAGEMENT SERVICES, INC. (ON BEHALF OF KMSB)


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

100
100
0
0


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
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
6. Positional Interest
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
6. Positional Interest
7. Percentage of votes 100.00
8. Percentage of total assets (equity debt plus) 100.00

1. Name and Address
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address
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
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]



SECTION III - CERTIFICATION


I certify that I am ASSISTANT SECRETARY

(Official Title)


of KMSB-TV, INC.

(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
RUSSELL F. COLEMAN
Date
11/29/2011
Telephone Number of Respondent (Include area code) 2149776606

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