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 - 20030319AAZ
Section I - General Information
1. Legal Name of the Applicant 
PAXSON SCRANTON LICENSE, INC.
Mailing Address
601 CLEARWATER PARK ROAD
City
WEST PALM BEACH
State or Country (if foreign address)
FL
ZIP Code
33401 - 6233
Telephone Number (include area code)
5616824131
E-Mail Address (if available) 
FCC Registration Number:
0004962536
Call Sign 
WQPX
Facility ID Number 
64690
2. Contact Representative (if other than Licensee/Permittee)
LORI E. CLOSSON
Firm or Company Name
PAXSON COMMUNICATIONS CORPORATION
Telephone Number (include area code)
5616824131
E-Mail Address (if available)

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)
NA
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
WQPX 64690 SCRANTON PA TV



All of the information furnished in this Report is accurate as of 03/19/2003 (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
MASTER AGREEMENT PAXSON COMMUNICATIONS CORPORATION (PCC), THE CHRISTIAN NETWORK, INC. 09/10/1999 09/09/2049

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CREDIT AGREEMENT PCC, LENDERS PARTY THERETO, CITICORP USA, INC., UNION BANK OF CALIFORNIA, N.A., CIBC, INC., GENERAL ELECTRIC CAPITAL CORPORATION 07/12/2001 06/30/2006

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
PLEDGE AND SECURITY AGREEMENT PCC, EACH GRANTOR PARTY THERETO, CITICORP USA, INC. 07/12/2001 06/30/2006

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
GUARANTY PCC, EACH GRANTOR PARTY THERETO, EACH LENDER AND CITICORP USA, INC. 07/12/2001 06/30/2006

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
INDENTURE (13-1/4% EXCHANGE DEBENTURES DUE 2006) PCC, THE BANK OF NEW YORK, AS TRUSTEE 06/10/1998 11/15/2006

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
WARRANT CERTIFICATE (155,500 WARRANTS) PCC, IPP98 PRIVATE EQUITY, LLC 06/10/1998 06/30/2003

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
INVESTMENT AGREEMENT (8% SERIES B CONVERTIBLE EXCHANGEABLE PREFERRED STOCK) PCC, NATIONAL BROADCASTING COMPANY, INC. (NBC) 09/15/1999 09/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
REGISTRATION RIGHTS AGREEMENT (8% SERIES B CONVERTIBLE EXCHANGEABLE PREFERRED STOCK) PCC, NBC 09/15/1999 09/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
FORM OF INDENTURE (8% EXCHANGE DEBENTURES DUE 2006) PCC, THE BANK OF NEW YORK, AS TRUSTEE 09/15/1999 09/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CLASS A COMMON STOCK PURCHASE WARRANT (13,065,507 SHARES) PCC, NBC 09/15/1999 09/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
CLASS A COMMON STOCK PURCHASE WARRANT (18,066,620 SHARES) PCC, NBC 09/15/1999 09/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
INDENTURE (10-3/4% SENIOR SUBORDINATED NOTES DUE 2008) PCC, EACH GUARANTOR PARTY THERETO, THE BANK OF NEW YORK, AS TRUSTEE 07/12/2001 07/15/2008

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
REGISTRATION RIGHTS AGREEMENT (10-3/4% SENIOR SUBORDINATED NOTES DUE 2008) PCC, EACH GUARANTOR PARTY THERETO, SOLOMON SMITH BARNEY, INC., MERRILL-LYNCH PIERCE, FENNER & SMITH, INCORPORATED, CIBC WORLD MARKETS CORP., BEAR, STEARNS & CO., INC. 07/12/2001 07/15/2008

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
12-1/4% SENIOR SUBORDINATED INDENTURE (DISCOUNT NOTES DUE 2009) PCC, EACH GUARANTOR PARTY THERETO, THE BANK OF NEW YORK, AS TRUSTEE 01/14/2002 01/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
REGISTRATION RIGHTS AGREEMENT (12-1/4% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2009) PCC, EACH GUARANTOR PARTY THERETO, SOLOMON SMITH BARNEY, INC., UBS WARBURG, LLC, BEAR, STEARNS & CO., INC. CREDIT SUISSE FIRST BOSTON CORPORATION 01/14/2002 01/15/2009

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
BYLAWS N/A

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
ARTICLES OF INCORPORATION STATE OF FLORIDA 10/31/1996

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 13-1/4% CUMULATIVE JUNIOR EXCHANGEABLE PREFERRED STOCK PCC 06/08/1998

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 9-3/4% SERIES A CONVERTIBLE PREFERRED STOCK PCC 06/08/1998

Description of contract or instrument Name of person or organization with whom contract is made Date of Execution Date of Expiration
STOCKHOLDER AGREEMENT PCC, NBC, LOWELL W. PAXSON, SECOND CRYSTAL DIAMOND, L.P., PAXSON ENTERPRISES, INC. 09/15/1999 09/15/2009


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
V
10000
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 PAXSON COMMUNICATIONS OF SCRANTON-64, INC., 601 CLEARWATER PARK ROAD, WEST PALM BEACH, FLORIDA 33401-6233
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 FL
6. Positional Interest SOLE SHAREHOLDER
7. Percentage of votes 100.00
8. Percentage of total assets (equity debt plus) 100.00

1. Name and Address LOWELL W. PAXSON, 780 SOUTH OCEAN BOULEVARD, PALM BEACH, FLORIDA 33480
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 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address DEAN M. GOODMAN, 525 SOUTH FLAGLER DRIVE, #21-A, WEST PALM BEACH, FLORIDA 33401
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 PRESIDENT
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address ANTHONY L. MORRISON, 255 SOUTHLAND ROAD, PALM BEACH, FLORIDA 33480
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 & ASSISTANT SECRETARY
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address THOMAS E. SEVERSON, JR., 10923 IBIS RESERVE CIRCLE, PALM BEACH GARDENS, FLORIDA 33412
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 & TREASURER
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address ADAM K. WEINSTEIN, 255 CARDINAL LANE, JUPITER, FLORIDA 33458
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address RONALD L. RUBIN, 260 LANDINGS BOULEVARD, WESTON, FLORIDA 33327
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
7. Percentage of votes 0.00
8. Percentage of total assets (equity debt plus) 0.00

1. Name and Address WILLIAM L. WATSON, 117 SATINWOOD LANE, PALM BEACH GARDENS, FLORIDA 33410
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 SECRETARY
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 SECRETARY

(Official Title)


of PAXSON SCRANTON LICENSE, 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
WILLIAM L. WATSON
Date
03/19/2003
Telephone Number of Respondent (Include area code) 5616824131

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
Attachment 3
Description
Exhibit 3