**Before the**

**Federal Communications Commission**

**Washington, D.C. 20554**

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| In the Matter of                 | *  | File Nos. BTCCT, BTCTTA,     |
|                                  | *) | BTCTTL, BTC, BTCH, BTCTTV,   |
| Shareholders of the Ackerley     | ** | BTCTT, BTCFT-20011017ACI-AED |
| Group, Inc.                      |    |                              |
|                                  | *  |                              |
| (Transferor)                     | *) |                              |
|                                  | ** |                              |
| and                              |    |                              |
|                                  | *  |                              |
| Clear Channel Communications,    | *) |                              |
| Inc.                             | ** |                              |
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| (Transferee)                     | *  |                              |
|                                  | *) |                              |
| For Transfer of Control of the   | ** |                              |
| Ackerley Group, Inc., and        |    |                              |
| Certain Subsidiaries, Licensees  | *  |                              |
| of KCOY-TV, Santa Maria, CA;     | *) |                              |
| KTVF(TV), Fairbanks, AK;         | ** |                              |
| KION(TV), Monterey, CA;          |    |                              |
| KFTY(TV), Santa Rosa, CA;        | *  |                              |
| KGET(TV), Bakersfield, CA;       | *) |                              |
| KVIQ(TV), Eureka, CA; KMTR(TV),  | ** |                              |
| Eugene, OR; KMTZ(TV), Coos Bay,  |    |                              |
| OR; KMTX-TV, Roseburg, OR;       | *  |                              |
| KVOS-TV, Bellingham, WA;         | *) |                              |
| KHHO(AM), Tacoma, WA; KJR(AM),   | ** |                              |
| Seattle, WA: KBTB(FM), Seattle,  |    |                              |
| WA; KUBE(FM), Seattle, WA;       | *  |                              |
| WIVT(TV), Binghampton, NY;       | *) |                              |
| WIXT-TV, Syracuse, NY; WOKR(TV), | ** |                              |
| Rochester, NY; WUTR(TV), Utica,  |    |                              |
| NY; WWTI(TV), Watertown, NY; and | *  |                              |
| KGPE(TV), Fresno, CA and         | *) |                              |
| Associated Television Translator | ** |                              |
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+----------------------------------+----+------------------------------+

**MEMORANDUM OPINION AND ORDER**

**Adopted: May 24, 2002 Released: May 29, 2002**

By the Commission: Commissioner Copps approving in part, dissenting in
part and issuing a statement.

# INTRODUCTION

1.  On October 17, 2001, Clear Channel filed applications seeking
    Commission consent to the transfer of control of Ackerley Media
    Group, Inc. (AK Media), Central NY News, Inc., and Ackerley
    Broadcasting Fresno, LLC, wholly owned subsidiaries of the Ackerley
    Group, Inc. (Ackerley) and licensees of 16 full-service television
    stations, as well as two FM and two AM radio stations.[^1] Buckley
    Broadcasting of Monterey (Buckley), licensee of KWAV(FM) and
    KIDD(AM), Monterey, CA, filed a petition to deny on November 21,
    2001.[^2] In addition, Congressman Sam Farr and Douglas F. Elznic
    filed informal objections, while the Minority Media and
    Telecommunications Council (MMTC) filed comments in support of the
    applications.[^3] Clear Channel filed oppositions to the petition to
    deny and two informal objections.[^4] Ackerley filed a separate
    consolidated opposition to the Buckley petition and the comments of
    Congressman Farr. On December 7, 2001, Alex Sheina filed comments
    requesting that the Commission either block the sale of WOKR(TV),
    Rochester, NY, or require the divestiture of WHAM(AM), Rochester,
    NY.

2.  Grant of the applications will result in the creation of new
    radio/television combinations in Bakersfield, CA; Eugene, OR;
    Fairbanks, AK; Fresno, CA; Monterey-Salinas, CA; Santa Rosa, CA;
    Binghampton, NY; Rochester, NY; Santa Maria, CA; Syracuse, NY; and
    Utica, NY.[^5] Of the 11 combinations created, 5 will violate our
    radio/television cross-ownership rule. In these markets, Clear
    Channel has requested a 12-month temporary waiver in order to come
    into compliance. Elznic has challenged Clear Channel's
    radio/television cross-ownership showing in the Syracuse, NY and
    Utica, NY markets; opposes grant of the 12-month temporary waiver;
    and raises competition concerns specific to the Syracuse market.
    Congressman Farr and Buckley raise concerns specific to the
    Monterey-Salinas, CA market. Clear Channel also requests a
    continuing satellite exception to our broadcast television multiple
    ownership rule in order to permit the continued operation of
    KMTZ(TV), Coos Bay, OR and KMTX-TV, Roseburg, OR as satellites of
    KMTR(TV), Eugene, OR. For the reasons set forth below, we will grant
    a 12-month temporary waiver of the radio/television cross-ownership
    rule in the 5 affected markets, as well as the continuing satellite
    exception in the Eugene, OR DMA. In the Monterey-Salinas market, we
    will grant the proposed transfer of control of KION(TV), Monterey,
    CA to Clear Channel, on the condition that the existing Time
    Brokerage Agreement (TBA) and related arrangements between the
    licensee of KCBA(TV), Salinas, CA and a subsidiary of Ackerley are
    reformed as set forth below. Consequently, we will deny the
    petitions to deny and other comments to the extent set forth herein.

# BACKGROUND

3\. Clear Channel is a publicly traded corporation with the majority of
its shares held by the investing public, and has attributable interests
in approximately 1200 full-service radio broadcast licenses,[^6] as well
as 22 full-service television broadcast licenses. Pursuant to an
Agreement and Plan of Merger dated October 5, 2001, Ackerley will merge
with CCMM Sub, Inc., a new wholly owned subsidiary of Clear Channel. The
surviving corporation will retain the Ackerley name, while the directors
of the merger subsidiary will replace the current directors of Ackerley.
The parties will exchange 100% of the outstanding voting and non-voting
securities of Ackerley for shares of Clear Channel common stock. Clear
Channel will pay Ackerley .35 Clear Channel shares in exchange for each
Ackerley share, for a total merger consideration of approximately \$483
million. Clear Channel will also assume \$294 million in Ackerley debt,
bringing the total value of the transaction to approximately \$775
million.

# RADIO/TELEVISION CROSS-OWNERSHIP RULE

4\. **The Standard.** The radio/television cross-ownership rule is
implicated when the Grade A contour of a television station encompasses
the entire community of license of a commonly owned AM or FM radio
station, or when the 2 mV/m contour of an AM radio station, or the 1
mV/m contour of an FM radio station, encompasses the entire community of
license of a commonly owned television station.[^7] Under the numerical
ownership/voice count restrictions of the radio/television
cross-ownership rule, a party may own 1 television station and up to 6
radio stations in any market where at least 20 independently owned media
voices remain in the market after the proposed transaction.[^8] If,
under the Commission's local television ownership rule, a single entity
could own 2 television stations in the market, it may hold either 2
television and 6 radio stations or 1 television and 7 radio stations in
that market.[^9] Under our local television multiple ownership rule, a
party may own, operate or control 2 television stations within the same
Nielsen Designated Market Area (DMA) if the Grade B contours of the
stations do not overlap, or eight or more independently owned and
operating commercial and noncommercial television stations will be
licensed to the DMA and at least one of the stations is not ranked
within the top four stations in the DMA in terms of audience share.[^10]
Second, a party may own 1 television station and up to 4 radio stations
in any market where at least 10 independently owned media voices remain
in the market after the proposed transaction.[^11] If, under the
Commission's local television ownership rule, a single entity could own
2 television stations in the market, it may also hold 2 television
stations and 4 radio stations in that market. Third, a party may own 1
television station and 1 radio station regardless of the number of
independent voices remaining in the market.[^12] If, under the
Commission's local television ownership rule, a single entity could own
2 television stations in the market, it may also hold 2 television
stations and 1 radio station in that market.

5\. As set forth in the *Television Ownership Order*, where a resulting
combination contains stations in more than one Arbitron radio metro
market, the voice count prong of the radio/television cross-ownership
rule must be satisfied in each market.[^13] Included as "voices" are
those radio stations located outside a radio metro market, but with a
"reportable share" in the market.[^14] The Commission noted that
"\[w\]here there is no recognized Arbitron radio metro market, parties
may use data associated with a 'functionally equivalent' radio market,"
and that parties may demonstrate that a geographic area constitutes a
"functionally equivalent" market based on "the listening statistics of
the populace in the counties that make up that geographical area" or the
relevant signal contour overlaps of geographically proximate
stations.[^15] In the *Television Ownership Reconsideration*, the
Commission stated that "\[w\]e generally do not count radio stations
located in one Arbitron radio market towards the limits on the number of
radio stations a party may own in another Arbitron radio market, even
when the radio stations in the different markets fall within the Grade A
contour of a commonly owned TV station."[^16] However, the Commission
will count radio stations in different Arbitron markets towards the
limits that an entity may own if the radio station's relevant contour
triggers the rule. As the Commission stated, "\[g\]iven that contour
encompassment continues to trigger the radio/TV cross-ownership rule, we
believe it is necessary to recognize that radio stations located in one
market in fact have a presence in a distant market, if their contours
reach into the distant market and trigger the rule."[^17]

6\. **The Clear Channel Combinations.** Clear Channel has attached
exhibits concluding that its proposed radio/television combinations will
comply with the numerical ownership/voice count restrictions of the
radio/television cross-ownership rule in Bakersfield, CA (1 tv and 6
radios); Fairbanks, AK (1 tv and 4 radios); Fresno, CA (1 tv and 6
radios); Monterey-Salinas, CA (1 tv and 6 radios); and Santa Rosa, CA (1
tv and 4 radios). [^18] With respect to the Eugene, OR market, Clear
Channel states that the Grade A contour of KMTR(TV), Eugene, OR will
encompass the communities of license of commonly owned radio stations in
the Eugene-Springfield, OR radio metro market (1 tv and 6 radios) as
well as 5 radio stations in the separate, "functionally equivalent"
Albany-Corvallis, OR market (1 tv and 5 radios).[^19] In constructing
the "functionally equivalent" Albany-Corvallis market, Clear Channel
states that it has counted those "geographically proximate radio
stations with a principal community contour that overlaps or intersects
with the principal community contours of its owned stations," and those
stations with a "reportable share in the area according to an Arbitron
custom survey."[^20] Although this is the first instance in which an
applicant has constructed a "functionally equivalent" market in order to
demonstrate compliance with the numerical ownership restrictions of the
radio/television cross-ownership rule, Clear Channel's showing appears
founded on credible data from industry-recognized sources, and is
consistent with the Commission's determination to permit an applicant to
demonstrate a "functionally equivalent" market where there exists no
accepted Arbitron radio metro market.[^21] We, therefore, agree that,
based upon Clear Channel's showing, two combinations will be created in
the Eugene, OR market, one in the Eugene-Springfield radio metro market
and a second in the "functionally equivalent" Albany-Corvallis
market.[^22] Based upon our review of Clear Channel's showings, we agree
that the combinations in these six markets will comply with the
radio/television cross-ownership rule.

7\. Clear Channel acknowledges that the resulting combinations in the
remaining five markets will exceed the numerical ownership/voice count
restrictions of the radio/television cross-ownership rule. In the
Rochester, Santa Maria, and Syracuse markets, Clear Channel has filed
showings concluding that new 1 tv/7 radio station combinations will
result from grant of the applications.[^23] Based on its showing, Clear
Channel states that, while enough independent media voices will remain
in each market to permit a 1 tv/7 radio station combination, fewer than
8 independently owned and operating commercial and non-commercial
television voices will remain in the respective DMAs post-merger.
Consequently, Clear Channel states that it will only be able to hold a 1
tv/6 radio station combination in each of these markets since common
ownership of two television stations in the respective DMAs will not be
consistent with the revised duopoly rule.[^24] Clear Channel must,
therefore, sell either 1 radio station or 1 television station in each
of these 3 markets to come into compliance with the radio/television
cross-ownership rule. In Binghampton, NY, Clear Channel has filed an
exhibit in which it concludes that a single new 1 tv/6 radio combination
will result from the merger.[^25] Clear Channel states that only enough
independent media "voices" will remain in the relevant market post
merger to permit a 1 tv/4 radio station combination. Clear Channel must,
therefore, sell 2 radio stations or 1 television station in the
Binghampton market to come into compliance with the radio/television
cross-ownership rule.

8\. In Utica, NY, Clear Channel states that it will control a 1 tv/10
radio station combination,[^26] which will include its radio station in
the Utica-Rome Arbitron radio metro market, as well as one radio station
in the Syracuse radio metro market whose 2mV/m contour encompasses
Utica. Clear Channel has submitted a showing in which it concludes that
enough independent media voices will remain to permit a 1 tv/6 radio
station combination in the Utica market. Based on this showing, Clear
Channel will need to sell 4 radio stations or 1 television station to
come into compliance in the Utica market.[^27] Douglas Elznic, however,
argues that Clear Channel's showing was insufficient since the radio
contour map for the Utica market fails to include Clear Channel radio
station WXBB(FM), DeRuyter, NY, which is assigned to the adjacent
Syracuse radio metro market. With WXBB(FM) included, Clear Channel would
hold a 1 tv/11 radio station combination in the Utica market. Elznic
also argues that Clear Channel has included several out-of-market
stations in the voice count that have extremely low audience shares in
the Utica market. Elznic argues that precedent exists for finding that
the audience shares are too low for these out-of-market stations to be
considered as "voices" in the Utica market.[^28] With these several
out-of-market stations excluded, Elznic argues that a sufficient number
of independent "voices" in the market exist to permit only a 1 tv/4
radio station combination. Elznic argues, therefore, that Clear Channel
would need to divest 7 radio stations to come into compliance in the
Utica market.[^29]

###  9. Clear Channel has submitted an amended engineering exhibit demonstrating that WXBB(FM) does not implicate the radio/television cross-ownership rule in the Utica market. With respect to the voice count, the Commission stated in the *Television Ownership Order* that "it is important to count radio stations with a reportable share in the relevant market because those stations clearly serve as a source of information and entertainment programming for the market."[^30] Therefore, consistent with the *Television Ownership Order*, all stations with a reportable audience share in the market are considered "voices" in determining compliance with the radio/television cross-ownership rule. The precedent cited by Elznic, a February 17, 2000 staff letter, is inapplicable here since it concerned our local radio market concentration analysis and, in particular, whether an out-of-market station should be considered part of a radio cluster when it has a reportable audience share, but no revenue share, within the local market.[^31] Because under our local radio market concentration analysis the Commission examines advertising revenue share and not audience share, the staff properly concluded that an out-of-market station could not be included in a radio cluster on the basis of audience share alone.[^32] We, therefore, find that Clear Channel will control a 1 tv/10 radio station combination in the Utica market, and that enough independent voices will exist to permit a 1 tv/6 radio station combination. {#clear-channel-has-submitted-an-amended-engineering-exhibit-demonstrating-that-wxbbfm-does-not-implicate-the-radiotelevision-cross-ownership-rule-in-the-utica-market.-with-respect-to-the-voice-count-the-commission-stated-in-the-television-ownership-order-that-it-is-important-to-count-radio-stations-with-a-reportable-share-in-the-relevant-market-because-those-stations-clearly-serve-as-a-source-of-information-and-entertainment-programming-for-the-market.-therefore-consistent-with-the-television-ownership-order-all-stations-with-a-reportable-audience-share-in-the-market-are-considered-voices-in-determining-compliance-with-the-radiotelevision-cross-ownership-rule.-the-precedent-cited-by-elznic-a-february-17-2000-staff-letter-is-inapplicable-here-since-it-concerned-our-local-radio-market-concentration-analysis-and-in-particular-whether-an-out-of-market-station-should-be-considered-part-of-a-radio-cluster-when-it-has-a-reportable-audience-share-but-no-revenue-share-within-the-local-market.-because-under-our-local-radio-market-concentration-analysis-the-commission-examines-advertising-revenue-share-and-not-audience-share-the-staff-properly-concluded-that-an-out-of-market-station-could-not-be-included-in-a-radio-cluster-on-the-basis-of-audience-share-alone.-we-therefore-find-that-clear-channel-will-control-a-1-tv10-radio-station-combination-in-the-utica-market-and-that-enough-independent-voices-will-exist-to-permit-a-1-tv6-radio-station-combination. .unnumbered}

10\. **Waiver Request.** Clear Channel has requested 12 months to come
into compliance in all 5 markets where grant of the instant applications
will result in a violation of the radio/television cross-ownership rule.
As support, Clear Channel notes that the Commission has in the past
granted temporary waivers in order to provide a reasonable time for the
station divestitures necessary to come into compliance with Commission
rules. Clear Channel concedes that in most recent cases, the Commission
has found six months to be a reasonable period to divest the necessary
stations. Clear Channel, however, argues that those waivers were granted
in a different economic climate, and that the current economic climate
justifies a 12-month temporary waiver.

11\. In support of its contention that a 12-month waiver is justified,
Clear Channel has submitted the declaration of Mark. R. Fratrik, Ph.D.,
Vice President of BIA Financial Network. Fratrik states that what had
been strong growth in radio and industry revenues through the first
three quarters of 2000 began to slow by the year's end, along with a
general slowdown in the economy. In particular, he states that radio
industry advertising revenue declined by 7% during the first eight
months of this year. He sees little prospect for a rebound in broadcast
advertising revenue given the projected increase in the unemployment
rate and concomitant decline in consumer spending.[^33] Because of this
economic downturn, Fratrik concludes that lenders have been less willing
to finance television station purchases. In addition, Fratrik contends
that the low growth in broadcast industry revenue was accompanied by
slow acceptance of digital television receivers, the result of concerns
over the potential costs associated with the digital transition.
Consequently, the number and value of radio and television station sales
has declined, according to Fratrik. Fratrik notes that the number of
radio station sales during the first three quarters of this year have
declined 20% from the corresponding period last year, and that the total
value of radio station sales during the first three quarters of this
year is only 18.9% of the total value during the corresponding period
last year. With respect to the broadcast television industry, Fratrik
notes that during the last two years, "the number of stations sold
hovered around the 150-station level" but that "\[s\]o far the 56
stations sold this year only corresponds to less than 40% of that
level."[^34] Moreover, Fratrik states that "\[t\]he decrease in value is
even more pronounced as the total value \[of television station sales\]
for the first three-quarters of 2001 only represents about one-fifth the
value of all of last year, with most of last year's revenue originating
in the first three quarters."[^35] According to Fratrik, it is unlikely
that the broadcast television industry will witness strong revenue
growth within the next 6 to 12 months. Potential buyers will need to see
a sustained recovery, asserts Fratrik, before they will be willing to
assume the risk of a television station purchase, especially in
mid-sized and smaller markets facing the transition to digital
television.

12\. In its comments supporting the applications, MMTC argues that
spin-offs from large mergers often provide the best opportunities for
minorities and new entrants to acquire quality broadcast properties.
MMTC contends, for instance, that the Viacom/CBS merger resulted in the
acquisition of 5 large market broadcast properties by minorities, and
that the Clear Channel/AMFM merger resulted in the acquisition of 40
radio properties by 9 minority-owned enterprises. MMTC asserts that
additional broadcast properties can be acquired as a result of the
merger between Ackerley and Clear Channel if there is sufficient time to
assemble the necessary financing. Citing Dr. Fratrik, MMTC states that
current economic conditions have led banks to become less willing to
make risky loans, the very kind of loans new entrants rely upon for
station purchases. MMTC states that it has developed relationships with
numerous companies that could benefit from any station divestitures, but
that 6 months is an insufficient length of time to assemble the
necessary financing.

13\. Elznic challenges Clear Channel's showing. He notes that Clear
Channel appears to have contracted with BIA for Dr. Fratrik's statement,
and that the statement was procedurally deficient for several
reasons.[^36] With respect to the economic analysis, he argues that the
statement is "heavily opinionated" and reaches "sweeping conclusions."
He asserts that no extensive research has been conducted linking the
reduction in station sales to conditions in the economy. Elznic notes
that other reasons may explain the decline in station sales, including
industry consolidation following passage of the 1996 Telecom Act. Elznic
states that, in any case, the figures provided by Dr. Fratrik for 2000
and 2001 do not show a dramatic decrease in the number of station sales.
He contends that the Commission should perform its own extensive
research of the industry before granting a 12-month waiver in this case.
He claims that Clear Channel is requesting a 12-month waiver simply to
drive up the sales price of its undesirable stations.

14\. **Discussion.** As noted by Clear Channel, several of our past
decisions did conclude that temporary waivers of our multiple or
cross-ownership rules were appropriate to facilitate multi-station
transactions, especially when the waiver was incidental to the larger
transaction.[^37] The current transaction, involving 20 full-service
television and radio licenses, is similar in size and complexity to the
most recent transactions where we granted temporary waivers of our
multiple or cross-ownership rules. As always, in evaluating the
propriety and nature of such waivers, we assess the need for the waiver
and the harm to the goals underlying the rule.

15\. After a careful review of the record, we conclude that allowing
Clear Channel a limited period of time following consummation of the
transaction to come into compliance with the radio/television
cross-ownership rule in the Binghampton, Rochester, Santa Maria,
Syracuse and Utica markets is in the public interest. The stations to be
commonly owned represent a relatively small portion of this larger
transaction. Moreover, we believe that immediate divestiture would
hamper the search for buyers and thereby create the risk of a "fire
sale." It has long been Commission policy to avoid any forced sale of
assets that could unnecessarily restrict the value of stations to be
divested and could artificially limit the range of potential
buyers.[^38]

16\. Moreover, we do not believe that a temporary waiver would unduly
harm competition and diversity in the 5 affected markets during the
short period of common ownership. In the Rochester, Santa Maria, and
Syracuse markets, where Clear Channel will temporarily control 1 tv/7
radio station combinations, 32, 24 and 26 independent media voices,
respectively, will remain post-merger, a level of voice diversity
consistent with that in previous temporary waivers of our
radio/television cross-ownership and local television multiple ownership
rule.[^39] In the Utica market, where Clear Channel will temporarily
control a 1 tv/10 radio station combination, 22 independent media voices
will remain post-merger, which is also a level of voice diversity
consistent with previous temporary waivers. Finally, in Binghampton,
Clear Channel will control a 1 tv/6 radio station combination, and 18
independent media voices will remain post-merger. Although this level of
concentration is higher than we have permitted in prior cases, we do not
believe it is likely to produce undue adverse effects on diversity or
competition given the temporary nature of the combination and level of
independent service remaining in the community. In this latter respect,
we note that, were two additional voices present in Binghampton, no
divestitures would be required. Given these facts, we do not believe
that providing a temporary period to divest in these 5 markets will
unduly harm diversity or hinder competition in a manner inconsistent
with the public interest.

17\. We conclude that, in this instance, a 12-month temporary waiver of
the radio/television cross-ownership rule would provide a reasonable
time for a broad range of qualified buyers to take advantage of the
opportunity to own a broadcast station as a result of this multi­-station
transaction. MMTC states that after the Clear Channel/AMFM merger it
assisted in bringing "over three dozen" companies into contact with
"lenders and investment houses."[^40] MMTC further states that "the
relationships born of these contacts survive today, and could result in
additional acquisitions if stations are available to buy and if there is
sufficient time...to assemble the financing."[^41] All 5 markets are
relatively small, making the divestiture stations less attractive
purchases. Citing Dr. Fratrik, MMTC notes that banks will now only lend
5 times a station's cash flows to finance a purchase, whereas previously
loans were often for six times a station's cash flows.[^42] Given the
nature of the local markets and the difficult financial environment, it
is reasonable to assume that finding potential buyers and assembling the
necessary financing has become more difficult. In light of our concern
that any shorter period may limit the number of prospective buyers, we
find that a 12-month temporary waiver of our radio/television
cross-ownership rule is in the public interest.

# SYRACUSE AND MONTEREY-SALINAS MARKETS

18\. **Background and Standard.** The petitioners have raised arguments
relating to the Syracuse and Monterey-Salinas markets where they believe
grant of the applications would be anti-competitive, contrary to
Commission rules, or otherwise not in the public interest. The arguments
are similar to other pleadings filed in previous proceedings or
applications involving these two markets.[^43] Parties challenging an
application to transfer control must set forth "specific allegations of
fact sufficient to show that...a grant of the application would be
*prima facie* inconsistent with \[the public interest\]."[^44] The
Commission must designate an application for hearing where the "totality
of evidence" raises a "substantial and material question of fact"
concerning whether grant of the application would serve the public
interest.[^45]

19\. **Syracuse Market.** Elznic contends that Clear Channel holds an
unfair competitive advantage in the Syracuse radio market since its
stations have the best signal coverage and technical facilities. He also
states that the combination of a television station with the existing
radio cluster "will allow Clear Channel to create custom-package,
multimedia advertising campaigns to help increase its overall radio
revenue figures."[^46] He, therefore, requests that the Commission
require Clear Channel to divest one of its technically and economically
competitive radio stations in order to "'even out' the playing field in
the radio market."[^47] He notes that the Commission is currently
reviewing certain policies and rules as a result of the *Local Radio
Ownership NPRM*, including the Commission's current treatment of local
broadcast radio and television advertising as separate product
markets.[^48] Consequently, he further requests that the Commission
defer consideration of the instant application until all comments and
reply comments have been received in the local radio ownership
proceeding.

20\. Clear Channel responds that compliance with the radio/television
cross-ownership rule is based solely on the number of voices remaining
in the market. According to Clear Channel, Elznic's arguments should
have been raised during the rulemaking revising the local broadcast
television mulitple ownership rule. Clear Channel further responds that
the instant transaction involves only the acquisition of a television
station and, therefore, the pending local radio ownership proceeding has
no bearing on grant of the instant application.

21\. Since November 19, 1999, the Commission has applied the numerical
ownership/voice count restrictions of the radio/television
cross-ownership rule to radio/television combinations.[^49] The
Commission has not otherwise examined the competitive impact of an
acquisition on the advertising market for radio and television, in part
because it has believed that radio advertising and television
advertising constitute separate product markets. However, in our local
radio ownership proceeding we are currently seeking comment on whether
this belief is correct.[^50]

22\. We nonetheless deny Elznic's request that we defer considering
these applications until all comments have been received in the Local
Radio Ownership NPRM. Rather, consistent with our procedure with regard
to radio station applications, until the local radio ownership
proceeding is completed, we will presume that radio advertising and
television advertising constitute separate product markets, although we
will consider the particular facts of each case. Here, we find no
evidence in the record that raises a substantial and material issue that
radio and television advertising do not constitute separate markets in
the Syracuse area. Accordingly, on this record, we will analyze Clear
Channel's radio/television combination only pursuant to the numerical
ownership/voice count limitations of the radio/television
cross-ownership rule. As noted above, Clear Channel will control a 1
tv/7 radio station combination in violation of the radio/television
cross-ownership rule, and it must divest either 1 television or 1 radio
station to achieve compliance. We will not specify which station or
stations Clear Channel must divest, as we do not consider the technical
capabilities of commonly owned stations in determining compliance with
the numerical ownership restrictions of the radio/television
cross-ownership rule.[^51]

23\. **Monterey-Salinas Market.** Congressman Sam Farr requests that the
Commission designate the KION(TV), Monterey, CA transfer application for
hearing, arguing that Clear Channel's assumption of a Time Brokerage
Agreement (TBA) between AK Media Group, Inc. (AK Media), a wholly owned
subsidiary of Ackerley, and Seal Rock Broadcasters, LLC (Seal Rock), the
licensee of KCBA(TV), Salinas, CA (a Fox affiliate) will result in a
"*de facto* television duopoly" in the Monterey-Salinas market that will
violate the local television multiple ownership rule.[^52] He claims
that the TBA is not consistent with Commission policy because the
commonly owned stations are collocated, as well as share the same
General Manager, National Sales Manager, Production Manager, News
Director, post office box, fax number, and advertising rep firm.
Congressman Farr also states that the Station Manager of KCBA(TV) is the
Business Manager of KION(TV). He contends that the relationship between
AK Media and Seal Rock "does not square with the FCC staff's finding
\[in a January 5, 2000 staff letter\] that the stations maintained
separate personnel and facilities within the Salinas building under the
previous LMA."[^53] He further claims that the TBA has not served
Monterey residents well since it has caused the removal of the only
English-language station operating from the Monterey peninsula, and has
violated an alleged commitment to maintain at least 4.5 hours of daily
local news broadcasts.

24\. Both Congressman Farr and Buckley also raise competition concerns
similar to those raised within the context of the Syracuse market.
Congressman Farr is concerned that Clear Channel will be able to
leverage its local outdoor advertising business, syndicated radio
programming business, and concert promotion business to increase its
dominance in radio and television advertising sales in the
Monterey-Salinas market. He states that Clear Channel has taken
advantage of a number of ownership and attribution "loopholes" in order
to create a "powerful multimedia combination" and, therefore, grant of
the application would not serve the public interest. He cites the
pending radio ownership proceeding, and argues that the Commission
should delay approval until the Commission determines the extent to
which the local markets for radio and television advertising sales
overlap.[^54] Buckley raises similar arguments and claims that the grant
of the KION(TV) application will violate the spirit and goal of the
radio/television cross-ownership rule by failing to protect competition
for advertising sales, contending that the radio/television
cross-ownership rule as adopted was not intended for a market the size
of Monterey-Salinas.

25\. Ackerley, in the consolidated opposition, argues that the TBA is
non-attributable, since it provides for a maximum of 15% of the weekly
programming for KCBA(TV).[^55] Ackerley notes that Commission staff
already reached this conclusion in the January 5, 2000 letter consenting
to the assignment of the KION(TV) license to AK Media, and further
responds that the TBA is fully consistent with Commission rules since
the licensee retains control over basic policies concerning programming,
finances, and personnel. Ackerley states that the licensee employs and
pays at least three employees at KCBA(TV), one of which is a manager.
With respect to common personnel, Ackerley states that KION(TV) and
KCBA(TV) do not share either a General Manager or a National Sales
Manager, and that the Station Manager of KCBA(TV) and the Business
Manager of KION(TV) are not the same person. Ackerley acknowledges that
the stations do share a Production Manager, News Director, post office
box, fax number, and advertising representative firm, but that the
Commission noted that such cooperative arrangements result in
operational benefits when it decided to permit LMAs. Any programming
changes, Ackerley asserts, were the result of changes in the local and
national economy, and did not violate any commitment made to the
Commission.

26\. With respect to competition in the Monterey-Salinas market, both
Ackerley in the consolidated opposition and Clear Channel in its
separate opposition argue that grant of the KION(TV) application will be
consistent with the numerical ownership/voice count restrictions of the
local television multiple ownership rule. Ackerley, in its consolidated
opposition, argues that Buckley has provided no factual evidence to
support its contention that grant of the KION(TV) application will
subvert competition. With respect to Congressman Farr's concerns
regarding the advertising market in Monterey-Salinas, Clear Channel
reiterates that compliance with the radio/television cross-ownership
rule is premised solely upon the number of independent voices remaining
in the relevant market. According to Clear Channel, its other
non-broadcast interests, as well as the technical capacities of its
radio stations, are irrelevant to determining compliance with the
radio/television cross-ownership rule. As with the Syracuse market,
Clear Channel argues that the proposed transaction involves only the
acquisition of a television station and, therefore, the pending local
radio ownership proceeding has no bearing on grant of the instant
KION(TV) application.

27\. Buckley, in its reply to the oppositions of Clear Channel and
Ackerley, states that Clear Channel's ownership combination appears to
be in compliance with the broadcast television multiple ownership and
radio/television cross-ownership rule, but that the Commission must
nevertheless fully examine the operation of the KCBA(TV) TBA to
determine the competitive impact on the Monterey-Salinas market.[^56]
Buckley argues that Congressman Farr has raised questions concerning
whether KION(TV) and KCBA(TV) are really independent operators in light
of the shared personnel and the fact that the 85% of programming not
provided by the broker is nationally syndicated. Buckley also states
that AK Media has entered into a related joint sales arrangement (JSA)
with the licensee of KCBA(TV) in combination with the TBA, and that this
arrangement should be investigated in order to determine its compliance
with Commission's policies and the public interest. As set forth in
Section 6 of the TBA, the JSA contemplates that AK Media will retain all
advertising and other revenues related to the programming provided under
the TBA as well as all revenue from programming provided by Seal Rock,
with the exception of network compensation revenues. Buckley
acknowledges that Commission staff did find in the January 5, 2000
letter that the KCBA(TV) TBA would not be attributable to Ackerley, but
that this finding is incomplete since the staff did not review the
effect Clear Channel's ownership of the stations would have on
concentration in the market for television and radio advertising.

28\. **Discussion.** On March 28, 2002, the staff released a letter
requesting further information regarding the process by which
programming decisions are made under the KCBA(TV) TBA and related
business arrangements outside that agreement.[^57] In particular, the
staff sought information concerning the role of Ackerley and Seal Rock
in initially acquiring programs (syndicated or otherwise), as well as
the role of the Seal Rock and Ackerley employees in such programming
decisions. Ackerley filed a response on April 3, 2002, to which it
attached the declarations of George Kriste, 50% owner of the parent of
Seal Rock and General Manager of KCBA(TV), and Mark Faylor, Senior Vice
President of AK Media, as well as a copy of the January 12, 2000 TBA
between AK Media and Seal Rock. Buckley filed its reply on April 10,
2002.

29\. Ackerley states that apart from the programming provided under the
TBA, KCBA(TV)'s programming consists of Fox programming, syndicated
programming and paid programming.[^58] Ackerley argues that the
programming of station KCBA(TV) has been conducted in full compliance
with the TBA and in compliance with Commission rules and policies.
Kriste declares that much of the programming not provided by Ackerley
under the TBA was in place at the time Seal Rock acquired KCBA(TV), and
that he made the transfer of the Fox affiliation agreement a condition
upon the purchase. He further declares that syndicated programming
acquired since that time has been obtained with the assistance of
Ackerley personnel and resources, but that the broadcast of such
programming is subject to his specific approval, and that he is the only
Seal Rock employee involved in the approval of programming. He declares
that he is actively involved in the affairs of KCBA(TV), spending
approximately 7 to 10 hours per month at the station while being in
regular telephone contact with the station at other times. Faylor
declares that Ackerley suggests programming to Seal Rock during the
hours not covered by the TBA, but that Seal Rock is free to reject such
suggestions. He further declares that Ackerley's assistance is mutually
beneficial since Seal Rock is able to acquire programming on better
terms than would otherwise be available without the TBA and related
business arrangements. Buckley, in its reply, argues that Ackerley's
response reveals that it actually provides more than 15% of KCBA(TV)'s
weekly programming and, thus, the TBA should be attributable. Buckley
asserts that Kriste never reveals who makes the programming decisions
before Ackerley secures the programming in the first place.[^59] Buckley
states that, while Seal Rock is apparently free to obtain programming
from any source, it appears not to have done so.[^60]

30\. On January 5, 2000, the staff issued a letter consenting to the
assignment of KION(TV) from Harron Television of Monterey (Harron) to AK
Media. AK Media owned KCBA(TV) prior to the acquisition of KION(TV) and,
pursuant to an April 24, 1996 LMA arrangement, brokered "all non-CBS
programming aired" on KION(TV) "up to an including 24 hours of
programming per day, seven days per week."[^61] In the January 5, 2000
letter, the staff correctly concluded that the Commission had permitted
the particular relationships between AK Media and Harron and, therefore,
the various petitioners failed to demonstrate that the LMA arrangement
raised a substantial and material question of fact concerning either an
unauthorized transfer of control or other violation of Commission rules,
including the broadcast television multiple ownership rule.[^62] In
particular, the staff noted that, at the time the parties entered into
the KION(TV) LMA arrangement, the Commission permitted brokers to enter
into an LMA and an Option/Right of First Refusal Agreement with a
licensee while at the same time acting as a guarantor for a loan to the
licensee, as well as permitted a broker to collect a station's
advertising revenue.[^63] The staff also correctly noted that the
licensee's retention of two employees, one of whom was management,
complies with the minimum staffing requirements of the main studio rule.
Ackerley subsequently acquired the KION(TV) license, but because both
KION(TV) and KCBA(TV) are located in the same Monterey-Salinas DMA,
which has fewer than 8 independently owned and operating television
"voices," AK Media sold its interest in KCBA(TV) and entered into a new
TBA arrangement on January 12, 2000 with the new licensee, Seal Rock.
The staff approved the KCBA(TV) TBA arrangement in Footnote 3 of the
January 5, 2000 letter, stating that "AK Media's \[TBA\] with Seal Rock,
which is limited to 'up to 15%' of the broadcast hours per week of
KCBA(TV), would not be attributable to AK Media."[^64]

31. The KCBA(TV) TBA arrangement is identical in all material respects
    to the KION(TV) LMA arrangement,[^65] except that KCBA(TV) is the
    brokered station while AK Media, the licensee of KION(TV), is the
    broker, and the TBA expressly limits the amount of programming to be
    provided under the TBA to 15% of KCBA(TV)'s weekly programming
    hours, as set forth in Attachment I to the agreement.[^66] Under the
    Commission's 1999 *Attribution Order*, LMAs became generally
    attributable to the brokering station unless the LMA covers no more
    than 15% of the weekly broadcast hours of the brokered station. The
    KCBA(TV) TBA and related arrangements appear intended to comply with
    this standard by reciting compliance with the 15% criterion. After
    examining the full extent of the relationship between Ackerley and
    Seal Rock, including, in particular, the joint sales arrangement
    between AK Media and Seal Rock as well as Ackerley's response to the
    staff's inquiry letter of March 28, 2002, we do not believe that the
    15% limitation recited in the TBA is sufficient to avoid
    attribution. The combination of agreements raises a level of concern
    sufficient enough for the Commission to closely examine the facts of
    this particular case.

32. Section 6 of the KCBA(TV) TBA states that "\[AK Media\] shall retain
    all advertising and other revenues, including accounts receivable,
    arising from or relating to the \[programming provided under the
    TBA\] and to programming provided by \[Seal Rock\], during the term
    hereof (other than network compensation revenues)..."[^67] Thus, as
    written Ackerley has a right to collect advertising revenues arising
    from all non-network programming, and it appears that Seal Rock may
    receive programming free of charge. Moreover, based on Ackerley's
    response to the staff's March 28, 2002 letter of inquiry and
    Buckley's reply, it does not appear that Seal Rock employees have an
    affirmative obligation to actively pursue programming options for
    KCBA(TV). Rather, as acknowledged by Ackerley in the response to the
    March 28, 2002 inquiry letter, Ackerley personnel assist in the
    acquisition of KCBA(TV) programming, as well as make programming
    suggestions to Kriste. Buckley correctly notes that Ackerley has
    failed to provide any instances where Kriste has refused Ackerley's
    programming suggestions. Because Seal Rock, by the terms of the TBA
    and related agreements, does not have the right to collect
    advertising revenue from non-network programming not included within
    the 15% provided under the TBA, Kriste does not have an economic
    incentive to refuse such programming suggestions by Ackerley.

33\. In the *Attribution Order*, the Commission "declin\[ed\] to impose
new rules attributing \[Joint Sales Agreements\] as long as they deal
primarily with the sale of advertising time and do not contain terms
that affect programming or other core operations of the stations such
that they are, in fact, substantively equivalent to LMAs."[^68] Based on
the factors discussed in Paragraph 32 above, we conclude that Section 6
of the TBA and related agreements with Seal Rock do not provide the
licensee with an economic incentive to control the 85% of programming
not provided by the broker under the LMA. As a result, we conclude that
these agreements together are "substantively equivalent" to an LMA for
more than 15% of KCBA(TV)'s weekly broadcast hours. Consequently, as the
KCBA(TV) TBA and related agreements between Seal Rock and AK Media are
currently constructed, Ackerley is in violation of the local broadcast
television multiple ownership rule, and grant of the KION(TV) transfer
application would result in a further violation of the local broadcast
television multiple ownership rule. Since this is a case of first
impression interpreting language in the Commission's *Attribution
Order*, we will not impose sanctions on Ackerley as a result of the
current violation of the local television multiple ownership rule, but
will condition grant of the KION(TV) application upon removal of any
contractual right or other arrangement that would result in the broker
being entitled to advertising revenues not resulting solely from the 15%
of programming provided under the TBA. As a result of this order, all
advertising revenues received by the broker should be associated with
the discrete blocks of time purchased, as set forth in Attachment I to
the current TBA.[^69] In order to determine whether the parties have
reformed the TBA and related arrangements consistent with our
instructions and Commission policies, we direct that the amended TBA be
submitted to the Commission for review within 30 days of the release
date of this order.[^70]

34\. With respect to Congressman Farr's contention that Ackerley failed
to abide by the staff's previous finding that stations KION(TV) and
KCBA(TV) maintained separate personnel and facilities, the January 5,
2000 letter noted that the licensee intended to retain two employees,
one of which was management, and that this was consistent with
Commission policy.[^71] Here Ackerley has demonstrated that at least two
employees, one of which is management, are employed and solely
accountable to the licensee of KCBA(TV). Apart from his assertion, the
Congressman has not supported by affidavit or other probative
information that Ackerley has not maintained a separate two-member staff
or that the station facilities have not been operated as Ackerley had
earlier stated. Concerning Ackerley's service and programming, the
Commission has eliminated previous guidelines requiring that television
licensees provide specified quantities of certain types of
nonentertainment programming, granting licensees instead broad
discretion to choose, in good faith, which issues are of concern to the
community and the best way to address those issues.[^72] Therefore, we
do not believe that Congressman Farr's allegation that the TBA
arrangement failed to adequately serve the Monterey-Salinas market
warrants further inquiry.

35\. The allegations of market concentration in the Monterey-Salinas
market raise issues similar to those discussed with respect to the
Syracuse market. The commenters contend that if the transaction is
approved, Clear Channel will dominate the local advertising market, as
it will have substantial holdings of the local radio, television and
billboard outlets, and that it will be able to leverage its holdings in
one medium to benefit its holdings in another.

36\. BIA data shows that, of those radio stations identifying the
Monterey-Salinas-Santa Cruz Arbitron metro as their "home," Clear
Channel stations garner approximately 30% of both the audience and the
advertising revenue, less if "out-of-market" stations are included.
Indeed, the highest rated station in the metro is KGO(AM), whose home
metro is San Francisco. Although Buckley contends that Clear Channel
earns approximately 50% of the radio advertising revenues in the
Monterey-Salinas area according to data supplied by Miller, Kaplan,
Araso & Co.,[^73] it has not submitted that data. With regard to the
television market, Ackerley owns KION(TV) in the Monterey-Salinas-Santa
Cruz DMA, and, as discussed above, has both a TBA and a joint sales
arrangement with KCBA(TV). The two stations earn approximately 48% of
the television advertising revenue in this market.[^74] However, there
is no data in the record with respect to the advertising revenues earned
by the local cable systems. Nor is there any evidence in the record with
respect to who owns billboards in the Monterey-Salinas-Santa Cruz area
except for Congressman Farr's statement that he understands that Clear
Channel owns local outdoor advertising businesses in nearby San Jose and
Fresno.[^75]

37\. As we stated above, consistent with our procedure with regard to
radio station applications, until the local radio ownership proceeding
is completed, we will presume that radio advertising and television
advertising constitute separate product markets, although we will
consider the particular facts of each case. Here, we find no evidence in
the record that raises a substantial and material issue that radio and
television advertising do not constitute separate markets in the
Monterey-Salinas area. We also find no evidence in the record that
raises a substantial and material issue that Clear Channel would be able
to dominate the local media advertising market. Accordingly, on this
record, we will analyze Clear Channel's radio/television combination
only pursuant to the numerical ownership/voice count limitations of the
radio/television cross-ownership rule. In contrast to the situation in
the Syracuse market, Clear Channel meets the numerical ownership/voice
count restrictions of the radio/television cross-ownership rule. The
Commission took markets the size Monterey-Salinas into consideration in
developing the bright-line numerical ownership/voice count limitations
of the radio/television cross-ownership rule. Consequently, we do not
believe that grant of the KION(TV) application would violate the spirit
and goal of the radio/television cross-ownership rule.

# CONTINUING SATELLITE EXCEPTION

38\. Clear Channel proposes to continue operating KMTZ(TV), Coos Bay, OR
and KMTX-TV, Roseburg, OR as satellites of KMTR(TV), Eugene, OR pursuant
to Note 5 of Section 73.3555 of the Commission's Rules, which exempts
satellite stations from application of the local television multiple
ownership rule.[^76] The Commission originally granted satellite status
to KMTZ(TV) and KMTX-TV in 1991 and 1992, respectively, and authorized
continued satellite status for both stations on two separate
occasions.[^77] Clear Channel contends that the circumstances underlying
the previous grants of continuing satellite status have not changed.

39\. Pursuant to the Commission's television satellite policy, as set
forth in *Television Satellite Stations*, an applicant for satellite
status is entitled to a presumption that the proposed satellite
operation is in the public interest if it meets three criteria: (1)
there is no City Grade overlap between the parent and the satellite; (2)
the proposed satellite would provide service to an underserved area; and
(3) no alternative operator is ready and able to construct or to
purchase and operate the satellite as a full-service station.[^78]
Applications meeting these criteria, when unrebutted, will be viewed
favorably by the Commission. If an applicant cannot qualify for the
presumption, the Commission will evaluate the proposal on an *ad hoc*
basis, and grant the application if there are compelling circumstances
that warrant approval.[^79]

40\. With respect to the first criterion, Clear Channel has supplied an
engineering exhibit demonstrating that no City Grade overlap exists
between KMTR(TV) and either KMTX-TV or KMTZ(TV). With respect to the
second criterion, Clear Channel has demonstrated, by using our
"transmission" test, the respective areas are underserved. The
"transmission" test deems an area underserved if there are two or fewer
full-service television stations licensed to a proposed satellite's
community of license.[^80] Only one other full-service television
station is licensed to Coos Bay, KMTZ(TV)'s community of license, and
only two other stations are licensed to Roseburg, KMTX-TV's community of
license.

41\. As to the third criterion, we note that the Commission has approved
continuing satellite status for these stations on two occasions. Clear
Channel asserts that, as was the case in 1999, no prospective purchaser
would be interested in either of the satellite stations on a "stand
alone" basis. In support, Clear Channel submits an October 15, 2001
letter from Brian Cobb, who states that it would be difficult for
KMTR(TV) to compete with other stations in the Eugene, OR market without
the accompanying satellites since most other stations also provide
multiple signals. Moreover, he states that the satellites provide
inadequate coverage of the Eugene, OR market due to rugged terrain. In
light of this fact, if the satellites were to operate as "stand alone"
stations, they would do so as independents. The likelihood of their
survival in such circumstances would be slim, according to Brian Cobb.
Clear Channel further argues that the "general downturn in the U.S.
economy has had a negative impact on the broadcast industry and has made
it even more difficult for television stations to be profitable.

42\. While we do not believe that this showing meets our "presumptive"
satellite standard since Clear Channel has failed to adequately
demonstrate compliance with the third criterion, we do believe that
Clear Channel's showing is strong enough to justify continued satellite
status for KMTZ(TV) and KMTX-TV under our *ad hoc* satellite procedures.
We agree that, given their inadequate signal coverage, their history as
satellites, and the economic necessity to provide multiple signals in
the Eugene market, it does not appear likely that an alternative
operator would be willing to operate either of the satellites as
full-service stations. The factors upon which we based our continuing
satellite authorizations in 1995 and 1999 have not changed to such an
extent as to alter that determination here. Although the showing does
not meet the "presumptive" satellite standard, we do believe "compelling
circumstances" justify continuing satellite status in this instance.
Thus, we conclude, continued operation of KMTZ(TV) and KMTX-TV as
satellites of KMTR(TV) would serve the public interest.

# ADMINISTRATIVE MATTERS 

43\. We have reviewed the proposed merger and related pleadings and find
that the applicants are fully qualified and that grant of the transfer
of control of the Ackerley broadcast stations to Clear Channel will
serve the public interest, convenience, and necessity.

44\. Accordingly, IT IS ORDERED, That the informal objections of Douglas
F. Elznic and Congressman Sam Farr, the comments of Alex Sheina, and the
petition to deny of Buckley Broadcasting of Monterey, ARE GRANTED IN
PART as set forth above, and DENIED IN ALL OTHER RESPECTS.

45\. IT IS ORDERED, That the requests for 12 months to come into
compliance with the radio/television cross-ownership rule, 47 C.F.R.
§73.3555(c), in the Binghampton, NY; Rochester, NY; Santa Maria, CA;
Syracuse, NY; and Utica, NY markets ARE GRANTED, but within 12 months of
consummation of the transaction, Clear Channel is directed to file the
applications necessary to bring it into compliance in all five markets.

46\. IT IS FURTHER ORDERED, That continued television satellite
authorization, pursuant to Note 5 of Section 73.3555, for KMTZ(TV), Coos
Bay, Oregon and KMTX-TV, Roseburg, Oregon, satellite stations of
KMTR(TV), Eugene, Oregon IS GRANTED.

47. Accordingly, IT IS ORDERED, That the application for consent to the
    transfer of control of Ackerley Media Group, Inc., parent of
    licensee of KION(TV), Monterey, CA, application BTCCT-20011017ACK,
    IS GRANTED, conditioned upon reformation of the January 12, 2000
    Time Brokerage Agreement between AK Media Group, Inc., and Seal Rock
    Broadcasters, L.L.C., to remove any contractual right or other
    related arrangement entitling the broker to advertising revenues not
    resulting solely from the 15% of programming provided under
    Attachment I of the agreement.

    48\. Accordingly, IT IS ORDERED, That the applications for consent
    to the transfer of control of Ackerley Media Group, Inc., Central NY
    News, Inc., and Ackerley Broadcasting Fresno, LLC, wholly owned
    subsidiaries of the Ackerley Group, Inc., applications BTCCT,
    BTCCTA, BTCCTL, BTC, BTCH, BTCTTV, BTCTT, BTCFT 20011017ACI-ACJ, and
    ACL-AEF, as listed in Appendix A, ARE GRANTED.

###  {#section .unnumbered}

###  {#section-1 .unnumbered}

###  {#section-2 .unnumbered}

###  FEDERAL COMMUNICATIONS COMMISSION {#federal-communications-commission .unnumbered}

Marlene Dortch

Secretary

Appendix A

**Licenses to be Transferred from the Shareholders of Ackerley**

**Group, Inc. to Clear Channel Communications, Inc.**

  ----------------- ------------------ ----------------------- ------------
  **Station**       **Community of     **File Number**         **Facility
                    License**                                  ID Number**

  KCOY-TV           Santa Maria, CA    BTCCT-20011017ACI       63165

  KTVF(TV)          Fairbanks, AK      BTCCT-20011017ACJ       49621

  KION(TV)          Monterey, CA       BTCCT-20011017ACK       26249

  KFTY(TV)          Santa Rosa, CA     BTCCT-20011017ACL       34440

  KGET(TV)          Bakersfield, CA    BTCCT-20011017ACM       34459

  KVIQ(TV)          Eureka, CA         BTCCT-20011017ACN       42640

  KKFX-CA           San Luis Obispo,   BTCTTA-20011017ACO      33870
                    CA                                         

  KMTR(TV)          Eugene, OR         BTCCT-20011017ACP       35189

  KMTZ(TV)          Coos Bay, OR       BTCCT-20011017ACQ       35183

  KMTX-TV           Roseburg, OR       BTCCT-20011017ACR       35187

  KMOR-LP           Eugene, OR         BTCTTL-20011O17ACS      25325

  KVOS-TV           Bellingham, WA     BTCCT-20011017ACT       35862

  KHHO(AM)          Tacoma, WA         BTC-20011017ACU         18523

  KJR(AM)           Seattle, WA        BTC-20011017ACV         48386

  KBTB(FM)          Seattle, WA        BTCH-20011017ACW        48385

  KUBE(FM)          Seattle, WA        BTCH-20011017ACX        48387

  KO6LA             Healy, AK          BTCTTV-20011017ACY      49626

  K07NJ             Delta Junction, AK BTCTTV-20011017ACZ      49617

  K44DN             Paso Robles, CA    BTCTT-20011017ADA       63172

  K57AV             Santa Cruz, CA     BTCTT-20011017ADB       26248

  K59AY             Hollister, CA      BTCTTV-20011017ADC      26247

  K08HJ             Orleans, CA        BTCTTV-20011017ADD      42632

  K08LD             Miranda, CA        BTCTTV-20011017ADE      42633

  K10FS             Rio Dell, CA       BTCTTV-20011017ADF      42631

  K10HX             Garberville, CA    BTCTTV-20011O17ADG      42637

  K10KY             Shelter Cove, CA   BTCTTV-20011017ADH      42639

  K10EN             Willow Creek, CA   BTCTTV-20011017ADI      42638

  K11NE             Hoopa, CA          BTCTTV-20011017ADJ      42634

  KO3CQ             Mapleton, OR       BTCTTV-20011017ADK      39855

  K05DF             Mapleton, OR       BTCTTV-20011017ADL      39854

  DW45AE            Massena, NY        BTCTTL-20011017ADM      5775

  DK11HW            Mapleton, OR       BTCTTV-20011017ADN      39853

  K19AD             Tri City, OR       BTCTT-20011017ADO       35184

  K31AE             Sutherlin, OR      BTCTT-20011017ADP       35172

  K46AS             Coos Bay, OR       BTCTT-20011017ADQ       35188

  K60DQ             Eugene, OR         BTCTT-20011017ADR       71616

  K60DO             Cottage Grove, OR  BTCTT-20011017ADS       61126

  K61EH             Powers, OR         BTCTT-20011017ADT       53295

  K277AB            Edmonds, WA        BTCFT-20011017ADU       35019

  WIVT(TV)          Binghampton, NY    BTCCT-20011017ADW       11260

  WIXT-TV           Syracuse, NY       BTCCT-20011017ADX       73113

  WBGH-CA           Binghampton, NY    BTCTTA-20011017ADY      15569

  WOKR(TV)          Rochester, NY      BTCCT-20011017ADZ       73371

  WUTR(TV)          Utica, NY          BTCCT-20011017AEA       57837

  WWTI(TV)          Watertown, NY      BTCCT-20011017AEB       16747

  W07BA             Syracuse-Dewitt,   BTCTTV-20011017AEC      73114
                    NY                                         

  W63AE             Oneonta, NY        BTCTT-20011017AED       57823

  KGPE(TV)          Fresno, CA         BTCCT-20011017AEF       56034
  ----------------- ------------------ ----------------------- ------------

**STATEMENT OF COMMISSIONER MICHAEL J. COPPS**

**APPROVING IN PART, DISSENTING IN PART**

*In the Matter of Transfer of Control of Certain Subsidiaries of the*

*Ackerley Group, Inc. to Clear Channel Communications, Inc.*

Approval of this transaction would result in new radio-television
station combinations in 11 markets. In five of those 11 markets, the
transactions would exceed the Commission's rules limiting common
ownership of radio and television stations. I cannot support the waiver
of the Commission's local television-radio ownership rule in those
markets, and thus dissent from the

approval of transfers in those five markets.

The television markets in which Clear Channel will acquire stations in
violation of our local ownership restrictions are not among the largest
or most diverse in the nation. Indeed, they range from Syracuse, NY, the
71^st^ largest market, to Utica, the 168^th^ largest. Our ownership
rules, as well as the statute on which those rules are based, permit
ownership of multiple stations in a direct relationship to the size of
the market -- the larger the market, the more stations one owner may
own. Congress and the Commission set those limits to ensure diversity in
those markets. I do not see where a waiver of those limits served the
public interest.

[^1]: A list of the stations to be transferred, along with associated
    low power, Class A, and television translator stations, is attached
    as Appendix A. Pursuant to the merger agreement, Clear Channel will
    assume Ackerley's Local Marketing Agreements (LMAs) with the
    licensees of KCBA(TV), Salinas, CA and WETM-TV, Elmira, NY. Clear
    Channel will also acquire Ackerley's attributable interest in
    KFNK(FM), Eatonville, WA.

[^2]: Buckley has standing as a party-in-interest since it is a
    competitor of Clear Channel in the Monterey-Salinas market. *FCC v.
    Sanders Brothers Radio Station*, 309 U.S. 470 (1940).

[^3]: Elznic styled his pleading as "Informal Comments to Deny." The
    pleading was not supported by an affidavit from someone with
    personal knowledge of the facts alleged and, therefore, will be
    considered as an informal objection pursuant to Section 73.3587 of
    the Commission's rules. 47 C.F.R. §73.3587.

[^4]: On November 14, 2001, the Commission received a one-page comment
    from Brown and Cole Stores requesting that the Commission condition
    grant of the KVOS-TV application on retaining NewsView, a locally
    oriented news program. On November 21, 2001 the Commission received
    comments from the Northwest Air Pollution Authority and Michael
    Frome, Ph.D., and on November 20, 2001 and November 29, 2001,
    respectively, the Commission received comments from the
    Bellingham/Whatcom Chamber of Commerce and Industry and
    Representative Doug Erickson of the Washington State House of
    Representatives, raising identical concerns as Brown and Cole
    Stores. Because the Commission generally relies on market forces
    rather than regulatory oversight to arbitrate format changes, we
    will dismiss the objections. *FCC v. WNCN Listeners Guild*, 450 U.S.
    582, 683 (1981) (Upholding Commission policy not to consider past or
    proposed format changes in its review of license transfer
    applications).

[^5]: Grant of the applications will also implicate the broadcast radio
    multiple ownership rule, 47 C.F.R. §73.3555(a), in the
    Seatttle-Tacoma, WA area. Clear Channel currently controls KMNT(FM),
    Centralia, WA, and is acquiring KJR(AM), KBTB(FM), and KUBE(FM),
    Seattle, WA; and KHHO(AM), Tacoma, WA. In its Technical Statement,
    Clear Channel sufficiently demonstrates that two combinations will
    be created, both of which will comply with the broadcast radio
    multiple ownership rule. *See* 47 C.F.R. §73.3555(a)(1).

[^6]: Clear Channel also has an approximately 26% non-voting equity
    interest in Hispanic Broadcasting Corporation (HBC), which is
    convertible to a voting interest only upon prior FCC consent. The
    Commission has previously determined that this interest is not
    attributable. *See Shareholders of AMFM, Inc.*, 15 FCC Rcd 16062,
    16078 (2000). No facts or circumstances exist which would call for a
    review of this ownership relationship within the context of the
    instant applications.

[^7]: 47 C.F.R. §73.3555(c)(i) and (ii).

[^8]: 47 C.F.R. §73.3555(c)(2)(i)(A).

[^9]: 47 C.F.R. §73.3555(c)(2)(i)(B).

[^10]: 47 C.F.R. §73.3555(b).

[^11]: 47 C.F.R. §73.3555(c)(2)(ii).

[^12]: 47 C.F.R. §73.3555(c)(2).

[^13]: *Review of the Commission's Regulations Governing Television
    Broadcasting ("Television Ownership Order")*, 14 FCC Rcd 12903,
    12952 n.173 (1999).

[^14]: *Id.* at 12951.

[^15]: *Id.* at 12951 n.170. *See, also,* 47 C.F.R.
    §73.3555(c)(3)(ii)(C).

[^16]: *Review of the Commission's Regulations Governing Television
    Broadcasting, Memorandum Opinion and Second Order on Reconsideration
    ("Television Ownership Reconsideration")*, 16 FCC Rcd 1067, 1081
    (2000).

[^17]: *Id.*

[^18]: Specifically, Clear Channel will control the following television
    and radio station combinations: **Bakersfield, CA** -- KGET(TV),
    KDFO(AM), KZTK(AM) and KKXF-FM, Bakersfield, CA; KDFO-FM and
    KKDJ(FM), Delano, CA; and KRAB(FM), Greenacres, CA: **Fairbanks,
    AK** -- KTVF(TV), KAKQ-FM, KIAK(AM), KIAK-FM and KKED(FM),
    Fairbanks, AK: **Fresno, CA** -- KGPE(TV), KALZ(FM, and KCBL(AM),
    Fresno, CA; KRDU(AM) and KSOF(FM), Dinuba, CA; KEZL(FM), Fowler, CA;
    and KRZR(FM), Hanford, CA: **Monterey-Salinas, CA** -- KION(TV),
    KDON-FM, KTOM(AM), KTOM-FM and KTXX(AM), Salinas, CA; KMJO(FM),
    Marina, CA; and KOCN(FM), Pacific Grove, CA: **Santa Rosa, CA --**
    KFTY(TV), Santa Rosa, Ca; KABL(AM) and KNEW(AM), Oakland, CA;
    KSTE(AM), Sacramento, CA; and KISQ-FM, San Francisco, CA.

[^19]: Consequently, Clear Channel states that it will control the
    following combinations in the Eugene market: **Eugene-Springfield,
    OR** -- KMTR(TV), KPNW(AM), and KODZ(FM), Eugene, OR; KFLY(FM) and
    KLOO-FM, Corvallis, OR; KDUK-FM, Florence, OR; and KRKT-FM, Albany,
    OR: **Albany-Corvallis, OR** -- KMTR(TV), Eugene, OR; KEJO(AM),
    KFLY(FM), KLOO(AM), and KLOO(FM), Corvallis, OR; and KRKT-FM,
    Albany, OR.

[^20]: Radio/Television Cross-Ownership Showing, page 5 n.6.

[^21]: *See* ¶6, *supra*.

[^22]: Of the 5 radio stations within the "functionally equivalent"
    Albany-Corvallis market, 3 will also encompass Eugene, OR, the
    community of license of KMTR(TV), and are, therefore, included in
    the Eugene-Springfield combination. Neither of the 2 remaining
    Albany-Corvallis stations excluded from the Eugene-Springfield
    combination have reportable shares in the Eugene-Springfield radio
    metro market.

[^23]: Specifically, Clear Channel will control the following 1 tv/7
    radio station combinations: **Rochester, NY -** WOKR(TV), WHAM(AM),
    WHTK(AM) and WVOR-FM, Rochester, NY; WISY(FM), Canandaigua, NY;
    WKGS(FM), Irondequoit, NY; WLCL(FM), Honeoye Falls, NY; and
    WNVE(FM), S. Bristol Township, NY: **Santa Maria, CA -** KCOY-TV,
    KSMA(AM), KSNI-FM, and KXFM(FM), Santa Maria, CA; KSMY(FM), Lompoc,
    CA; KSLY-FM, San Luis Obispo, CA; KSTT-FM, Los Osos, CA; and
    KURQ(FM), Grover Beach, CA: **Syracuse, NY -** WIXT(TV), WHEN(AM),
    WSYR(AM), WWHT(FM), WYYY(FM), Syracuse, NY; WBBS(TV), Fulton, NY;
    WPHR(FM), Auburn, NY; and WXBB(FM), DeRuyter, NY.

[^24]: *See* ¶5, *supra*.

[^25]: Clear Channel will control the following combination in the
    Binghampton, NY market: WIVT(TV) and WINR(AM), Binghampton, NY;
    WENE(AM) and WMRV-FM, Endicott, NY; WBBI(FM), Endwell, NY; WKGB-FM,
    Conklin, NY; and WMXW(FM), Vestal, NY.

[^26]: Clear Channel will control the following combination in the
    Utica, NY market: WUTR(TV), WOUR(FM) and WUTQ(AM), Utica, NY;
    WADR(AM) and WRFM(FM), Remsen, NY; WLFH(AM) and WSKU(FM), Little
    Falls, NY; WRBY(FM) and WRNY(AM), Rome, NY; WSKS(FM), Whitesboro,
    NY; and WSYR(AM), Syracuse, NY.

[^27]: Common ownership of the 10 radio stations will not violate the
    broadcast radio multiple ownership rule because not all 10 stations
    are in the same market as defined by our rules. 47 C.F.R.
    §73.3555(a)(1).

[^28]: *See* Letter to Robert C. Fisher, Esq., from Linda Blair, Chief,
    Audio Services Division (February 17, 2000).

[^29]: Though not mentioned in Elznic's informal objection, we note that
    Clear Channel could also come into compliance with the
    radio/television cross-ownership rule by selling 1 television
    station.

[^30]: *Television Ownership Order*, 14 FCC Rcd at 12951.

[^31]: *See* Letter to Robert C. Fisher, Esq., at page 3.

[^32]: *See KIXK, Inc.*, 13 FCC Rcd 15685, 15687 (1998); *Shareholders
    of Jacor Communications, Inc.*, 14 FCC Rcd 6867 (1999).

[^33]: He contends that the events of September 11 have also dampened
    investment in the short term.

[^34]: Fratrik Declaration, page 6.

[^35]: *Id.*

[^36]: He states that Dr. Fratrik failed to sign the statement or submit
    it himself, and that the certification was insufficient.

[^37]: *See, e.g., In Re UTV of San Francisco, Inc.*, 16 FCC Rcd 14975
    (2001)(6-month temporary waiver of television duopoly rule granted
    in transfer of 10 full-service television licenses); *LINT Co.*, 15
    FCC Rcd 18130 (2000)(6-month temporary waiver of duopoly rule
    granted in assignment and transfer of 13 full-service television
    stations); *Shareholders of CBS Corporation*, 15 FCC Rcd 8230
    (2000)(6-month temporary waiver of radio/television cross-ownership
    rule granted in transfer of 17 full-service television stations, and
    161 full-service radio stations).

[^38]: *Multimedia, Inc.*, 11 FCC Rcd 4883, 4885 (1995).

[^39]: *See, e.g., In Re UTV of San Francisco, Inc.*, 16 FCC Rcd 14984;
    *Lint Co.*, 15 FCC Rcd at 18133; and *Shareholders of CBS
    Corporation*, 15 FCC Rcd at 8243.

[^40]: Comments of MMTC, page 3.

[^41]: *Id.*

[^42]: *Id.* at page 1.

[^43]: See, e.g., February 7, 2000 Letter to Robert C. Fisher, Esq;
    Letter to Steven J. Stone, Esq. et al., from Barbara A. Kreisman,
    Chief, Video Services Division (January 5, 2000) (Consenting to the
    assignment of license of KION(TV), Monterey, CA, from Harron
    Television of Monterey to AK Media Group, Inc.).

[^44]: 47 U.S.C. §309(d)(1). Informal objections must also contain
    adequate and specific allegations sufficient to warrant the relief
    requested. *Turner Broadcast System, Inc.* 11 FCC Rcd 19595, 19609
    (1996).

[^45]: 47 U.S.C. §309(d)(1) and (2). *See, also, Astroline
    Communications Co. v. FCC*, 857 F.2d 1556, 1562 (D.C. Cir. 1988);
    *Serafyn v. FCC*, 149 F.3d 1213, 1216 (D.C. Cir. 1998).

[^46]: Informal Comments to Deny, page 7*.*

[^47]: *Id.*

[^48]: *See Notice of Proposed Rulemaking, Rules and Policies Concerning
    Multiple Ownership of Radio Broadcast Stations in Local Markets
    (Local Radio Ownership NPRM)*, 16 FCC Rcd 19861 (2001).

[^49]: *See Television Ownership Order*, 14 FCC Rcd 12903; 47 C.F.R. §
    73.3555(c).

[^50]: *See* *Local Radio Ownership NPRM*, 16 FCC Rcd 19861

[^51]: For the above reasons, we find that the December 7, 2001 comments
    of Alex Sheina also fail to raise a substantial and material
    question of fact that grant of the WOKR(TV) application would not be
    in the public interest. Consistent with our precedent, we will not
    specify which stations Clear Channel must divest to come into
    compliance with our rules.

[^52]: Common ownership of KION(TV) and KCBA(TV) would violate the
    television duopoly rule since only four independently owned and
    operating stations would remain in the Monterey-Salinas DMA
    post-merger. 47 C.F.R. §73.3555(b).

[^53]: Comments of Congressman Farr, at page 2.

[^54]: Congressman Farr also states that he is "aware of increasing
    allegations that large media companies such as these are utilizing
    supposedly independent operators to 'warehouse' stations they cannot
    own under the Commission's ownership limits." Comments of
    Congressman Farr, at page 3. Because Congressman Farr does not
    submit any specific information in support of this contention, we
    will not consider this general allegation further within the context
    of this individual transaction.

[^55]: In the *Attribution Order*, the Commission decided to "attribute
    television LMAs, or time brokerage of another television station in
    the same market, for more than 15 percent of the brokered station's
    broadcast hours per week and to count such LMAs toward the brokering
    licensee's local ownership limits." *Review of the Commission's
    Regulations Governing Attribution of Broadcast and Cable/MDS
    Interests ("Attribution Order")*, 14 FCC Rcd 12559, 12597 (1999).

[^56]: Buckley did not address the KCBA(TV) TBA in its original petition
    to deny. However, because Ackerley filed a consolidated opposition
    addressing both Buckley's and Congressman Farr's arguments, we
    believe it is appropriate to consider Buckley's arguments regarding
    the KCBA(TV) TBA.

[^57]: See Letter to James Winston, Esq. and Christopher Robbins, Esq.,
    from Barbara A. Kreisman, Chief, Video Division (March 28, 2002).

[^58]: See Letter to Barbara A. Kreisman, Chief, Video Division, from
    James Winston, Esq. (April 3, 2002).

[^59]: Buckley Comments in reply to March 28, 2002 Letter of Inquiry,
    Page 3.

[^60]: Buckley Comments in reply to March 28, 2002 Letter of Inquiry,
    Page 5.

[^61]: January 5, 2000 Letter to Steven J. Stone, Esq. et al, at page 3.

[^62]: January 5, 2000 Letter to Steven J. Stone, Esq. et al, at page
    4-6.

[^63]: *See Public Notice*, "Processing of Applications Proposing Local
    Marketing Agreements," Report No. 54161 (June 1, 1995); *WGPR,
    Inc.*, 10 FCC Rcd 8140, 8141 (1995)*; Main Studio and Program
    Origination Rules (Clarification)*, 3 FCC Rcd 5024 (1998), *recon.
    denied in part and granted in part*, 7 FCC Rcd 6800 (1992).

[^64]: January 5, 2000 Letter to Steven J. Stone, Esq. et al, at page 2,
    n.3.

[^65]: Instead of an Option Agreement, as was the case with the KION(TV)
    LMA arrangement, AK Media and Seal Rock have entered into a Right of
    First Refusal Agreement. This fact has no bearing on our analysis.

[^66]: According to the TBA, Ackerley provides programming from
    5:00-8:00 p.m., and from 10:00-11:00 p.m., Sunday through Saturday.
    See Attachment I to Time Brokerage Agreement between Seal Rock and
    AK Media. This block of time is not to exceed 15% of KCBA(TV)'s
    weekly broadcast hours.

[^67]: *See* April 3, 2002 Letter from James Winston, Esq., Exhibit C.

[^68]: *Attribution Order*, 14 FCC Rcd at 12612-12613.

[^69]: Our holding is based on the understanding that the broadcast
    hours listed in Attachment I to the TBA constitute 15% of KCBA(TV)'s
    weekly broadcast hours. Of course, Ackerley is entitled to
    advertising revenue associated with any additional programming
    provided, as long such programming is at or below the 15% threshold.

[^70]: *See Id.* at 12600-12601. We intend this requirement to apply to
    whatever entity functions as the broker of KCBA(TV)'s time under the
    TBA, whether that is Ackerley as currently constituted, or Ackerley
    as controlled by Clear Channel.

[^71]: *See WGPR, Inc.*, 10 FCC Rcd at 8143; *Main Studio and Program
    Origination Rules (Clarification)*, 3 FCC Rcd 5024 (1988). *See,
    also,* Letter to Steven J. Stone, et al, at page 6.

[^72]: *See Commercial Television Stations*, 98 FCC 2d 1076, 1090-1092
    (1984).

[^73]: *See* Comments of Buckley at 5; Reply Comments of Buckley at 2.

[^74]: Of the \$36.4 million of advertising revenues in the
    Monterey-Salinas-Santa Cruz DMA, KION(TV) earned \$8 million (22%)
    and KCBA earned \$9.3 million (25.5%).

[^75]: The commenters also do not provide any evidence about the
    ownership and revenues earned by other media outlets, for example,
    newspapers.

[^76]: 47 C.F.R. §73.3555, Note 5.

[^77]: *See* Letter to Wicks Broadcasting Group Limited Partnership from
    Barbara J. Kreisman, Chief, Video Services Division (October 11,
    1995); Letter to AK Media Group, Inc. from Barbara J. Kreisman,
    Chief, Video Services Division (March 12, 1999).

[^78]: *Television Satellite Stations*, 6 FCC Rcd 4212, 4213-4214 (1991)
    (subsequent citations omitted).

[^79]: *Id.* at 4214.

[^80]: *Id.* at 4215.