**Before the**

**Federal Communications Commission**

**Washington, D.C. 20554**

In the Matter of )

)

**Citadel Broadcasting Company** ) NAL/Acct. No. MB200741410292

) FRN: 0001595214

)

For Renewal of Licenses for Stations ) FCC File Nos. BRH-20030801BMZ
WWWZ(FM), Summerville, South Carolina ) Facility ID No. 61278

)

WLXC(FM), Lexington, South Carolina ) BRH-20030801AXL

) Facility ID No. 37200

)

WQGN-FM, Groton, Connecticut ) BRH-20051128AMI

) Facility ID No. 10455

)

WXLM(FM), Stonington, Connecticut ) BRH-20051128ALJ

) Facility ID No. 60251

)

WSUB(AM), Groton, Connecticut ) BRH-20051128ALT

) Facility ID No. 10454

)

WPRO(AM), Providence, Rhode Island ) BR-20051201BVR

) Facility ID No. 64843

)

WPRO-FM, Providence, Rhode Island ) BRH-20051201BVH

) Facility ID No. 64841

)

WSKO(AM), Providence, Rhode Island ) BR-20051201BSC

) Facility ID No. 64840

)

WSKO-FM, Wakefield-Peacedale, ) BRH-20051201BAD

Rhode Island ) Facility ID No. 4376

)

WWKX(FM), Woonsocket, Rhode Island ) BRH-20051201AYK

) Facility ID No. 65198

)

WWLI(FM), Providence, Rhode Island ) BRH-20051201BBH

) Facility ID No. 64838

)

WYOS(AM), Binghamton, New York ) BR-20060131AJH

) Facility ID No. 7921

)

WAAL(FM), Binghamton, New York ) BRH-20060131AJP

) Facility ID No. 7920

)

WHWK(FM), Binghamton, New York ) BRH-20060131AJN

) Facility ID No. 72373

WNBF(AM), Binghamton, New York ) BR-20060131AJJ

) Facility ID No. 72372

)

WWYL(FM), Chenango Bridge, New York ) BRH-20060131AJB

) Facility ID No. 7663

)

**Existing Shareholders of Citadel** )

**Broadcasting Corporation and of The** ) BTC-20060228ACC, *et al.*,

**Walt Disney Co. (Transferors)** ) BTC-20060228ABG, *et al.*,

and ) BTCH-20060228ABM, *et al.*,

**Shareholders of Citadel Broadcasting** ) BTC-20060228ABR, *et al.*,

**Corporation and of The Walt Disney Co.** ) BTC-20060228ABU-ABV,

**(Transferees)** ) BTC-20060228ABX, *et al.*,

) BTC-20060228ACA, *et al.*,

For Consent to Transfers of Control ) BTC-20060228AKZ,

) BTC-20060228ALA,

) BTCH-20060228ALB-ALC,

) BTCH-20060228ABK, *et al.*,

) BTCH-20060314ADW,

) BTCH-20060606AAF

)

**Citadel Broadcasting Company (Assignor)** ) BALH-20060228ALE-ALO

and )

**The Last Bastion Station Trust, LLC** )

**(Assignee)** )

)

For Consent to Assignment of Licenses )

**MEMORANDUM OPINION AND ORDER**

**AND NOTICE OF APPARENT LIABILITY**

**Adopted: March 22, 2007** **Released: April 4, 2007**

By the Commission: Commissioners Copps, Adelstein and McDowell issuing
separate

> statements.

**TABLE OF CONTENTS**

Paragraph

I.
INTRODUCTION\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...\...
1

II\. The RENEWAL
APPLICATIONS\...\...\...\...\...\...\...\...\............................\...\...\...\...\.....
5

A.  CONNECTICUT AND RHODE ISLAND
    STATIONS................................... 6

    1.  Red Wolf's
        Standing\................................................................
        8

    2.  Misrepresentation
        Issue...........................................................
        10

    3.  Sponsorship Identification
        Issues.............................................\... 19

    4.  Tower Fencing and Lighting
        Issues............................................. 23

    5.  Public Inspection File
        Issues..................................................... 31

    6.  Conclusion.....................................................................\...\...
        36

B.  BINGHAMTON, NEW YORK,
    STATIONS..........................................\...\... 37

C.  WWWZ(FM), SUMMERVILLE, SOUTH
    CAROLINA..............................\.... 43

D.  WLXC(FM), LEXINGTON, SOUTH
    CAROLINA....................................\... 47

III\. THE MERGER
TRANSACTION.........................................................\...
50

IV\.
CONCLUSION.................................................................................
61

V. ORDERING
CLAUSES.......................................................................
62

Appendix -- Citadel and Disney Stations Subject to Transfers and
Assignments

**I. INTRODUCTION**

1.  The Commission has under consideration the above-captioned transfer
    applications (the "Merger Applications") for consent to a proposed
    merger by which Citadel Broadcasting Corporation ("Citadel") would
    acquire 24 radio stations currently licensed to subsidiaries of ABC
    Chicago Radio Holdings, Inc. ("ABC Radio"), which is, in turn, a
    subsidiary of The Walt Disney Co. ("Disney").[^1] In exchange,
    Citadel would issue stock to the current shareholders of Disney,
    resulting in a transfer of an approximately 57% interest in Citadel
    to those shareholders and a corresponding dilution of the aggregate
    interests of the existing Citadel shareholders from 100% to
    approximately 43% of the post-merger entity. Accordingly, the
    transaction contemplates a transfer of *de jure* control of the 225
    full-power radio stations currently licensed to Citadel's
    subsidiary, Citadel Broadcasting Company ("Citadel Broadcasting") to
    the current Disney shareholders.[^2] In addition, notwithstanding
    the transfer of *de jure* control of Citadel to the Disney
    shareholders, because the stock held by the Disney shareholders is
    widely held, Theodore J. Forstmann, through various partnerships
    (collectively, "Forstmann Little"), which currently owns a majority
    of Citadel's outstanding stock, will exercise *de facto* control
    over the stations licensed to Citadel and its subsidiaries,
    including the 24 stations now licensed to subsidiaries of ABC
    Radio.[^3] The Merger Applications are the subject of a petition to
    deny, which, for the reasons discussed below, we deny.

2.  Because the proposed transaction involves a greater-than-50% change
    in the stock ownership of Citadel and a transfer of control of the
    24 ABC Radio stations, the parties have sought Commission approval
    of a substantial change in ownership, requiring "long-form"
    applications pursuant to Section 309(c)(2)(B) of the Communications
    Act of 1934, as amended (the "Act"), and Section 73.3540 of the
    Commission's Rules (the "Rules").[^4] Accordingly, the transfer of
    control of Citadel Broadcasting will terminate that licensee's
    ability to maintain certain grandfathered ownership interests that
    do not comply with the Commission's current radio ownership
    rule.[^5] To resolve this issue, Citadel Broadcasting also has filed
    the captioned application for consent to its proposed assignment of
    its licenses for 11 radio stations in seven markets to a trust that
    is insulated from its control in accordance with our insulation
    criteria (the "Trust Application").

3.  The long-form status of this transaction also requires us to address
    Citadel Broadcasting's pending applications for license renewal as a
    prerequisite to approving the transfer of control or assignment of
    those stations.[^6] Of the stations to be involved in the proposed
    transaction, many do not have such applications pending. Those that
    have pending renewal applications are addressed herein. Each of
    these applications is the subject of a petition to deny and/or
    discloses a failure by Citadel Broadcasting to have maintained
    certain quarterly station issues/programs lists for public
    inspection. As discussed below, we propose forfeitures against
    Citadel Broadcasting for its willful and repeated violations of
    Section 73.3526 of the Rules[^7] in the total amount of \$21,000,
    and grant the renewal applications for these Citadel Broadcasting
    stations captioned above and otherwise deny the petitions to deny.

4.  We also grant the Merger Applications and the Trust Application,
    subject to the condition that Citadel Broadcasting divest the 11
    radio station licenses specified in the Trust Application to the
    insulated trust prior to or simultaneously with the consummation of
    the transfer of control of Citadel Broadcasting.

    **II. THE RENEWAL APPLICATIONS**

5.  In evaluating an application for license renewal, the Commission's
    decision is governed by Section 309(k) of the Act.[^8] That Section
    provides that we are to grant the application if, upon consideration
    of the application and pleadings, we find that, with respect to the
    station that is the subject of the renewal application, during the
    preceding term of the station's license: (1) the station has served
    the public interest, convenience, and necessity; (2) there have been
    no serious violations of the Act or the Rules; and (3) there have
    been no other violations which, taken together, constitute a pattern
    of abuse.[^9] If, however, the licensee fails to meet that standard,
    the Commission may deny the application -- after notice and
    opportunity for a hearing under Section 309(e) of the Act -- or
    grant the application "on terms and conditions that are appropriate,
    including a renewal for a term less than the maximum otherwise
    permitted."[^10]

## CONNECTICUT AND RHODE ISLAND STATIONS

6.  On March 1, 2006, Red Wolf Broadcasting Corporation ("Red Wolf")
    filed a Petition to Deny the captioned renewal applications of
    Citadel Broadcasting for Stations WQGN-FM and WSUB(AM), Groton,
    Connecticut; WXLM(FM), Stonington, Connecticut; WPRO(AM), WPRO-FM,
    WWLI(FM) and WSKO(AM), Providence, Rhode Island; WSKO-FM,
    Wakedale-Peacedale, Rhode Island; and WWKX(FM), Woonsocket, Rhode
    Island.[^11] For the reasons discussed below, we grant the March 1
    Petition to the extent noted and otherwise deny it.

7.  We also address disclosures made by Citadel Broadcasting in its
    license renewal applications for Stations WSKO(AM), WPRO(AM) and
    WPRO-FM, Providence, Rhode Island and WSKO-FM, Wakefield-Peacedale,
    Rhode Island, that, during each station's current license term, its
    public inspection file was missing certain quarterly issues and
    programs lists. Based on our review of the facts and circumstances
    surrounding these applications, we conclude that Citadel
    Broadcasting has willfully and repeatedly violated Section 73.3526
    of the Rules at these stations and at Stations WQGN-FM and WSUB(AM),
    Groton, Connecticut, for which we propose a forfeiture in the amount
    of \$10,000. For the reasons discussed below, we conclude that,
    notwithstanding these violations, the grant of the renewal
    applications for the Connecticut and Rhode Island stations would be
    consistent with the public interest.

### Red Wolf's Standing

8.  Red Wolf claims to have standing to file its March 1 Petition
    because its stations, WBMW(FM), Ledyard, Connecticut, and WWRX(FM),
    Pawcatuck, Connecticut, compete in the New London, Connecticut,
    market with Citadel Broadcasting's three captioned Connecticut
    stations, WQGN-FM, WXLM(FM), and WSUB(AM).[^12] Red Wolf also
    represents that John J. Fuller, its sole shareholder, who lives in
    the New London area, is a regular listener of Citadel Broadcasting's
    other captioned stations that are the subject of the Petition, which
    are located in the Providence, Rhode Island, radio market, and thus
    has standing to file as a listener. Citadel Broadcasting challenges
    Red Wolf's standing as to the Providence stations, claiming that Mr.
    Fuller does not reside within the service areas of those stations,
    and he cannot be a regular listener of those stations, noting that
    at least one, WWKX(FM), cannot be heard at his Oakdale, Connecticut,
    residence.[^13] In Reply, Mr. Fuller provides his Declaration in
    which he states that he has had "long term and continuing contact
    with the Providence radio market and I am a regular listener to the
    Providence Stations."[^14] In addition, he indicates that he lived
    in the Providence area until January 2005, continues to travel to
    the area regularly for business, and maintains family and friends
    there. Finally, Mr. Fuller represents that, because he is in the
    radio business, he "constantly listen\[s\] to a wide variety of
    radio stations."[^15]

9.  The Commission accords party-in-interest status to a petitioner who
    either resides within the petitioned station's service area or
    listens to or views the station regularly, and demonstrates that
    such listening or viewing is not the result of transient contacts
    with the station.[^16] In this manner, the Commission recognizes
    "that broadcasters are responsible for serving the needs of
    residents within their service areas and that people who listen to a
    station on a regular basis, unlike transients, have legitimate
    interests in the station's performance."[^17] We conclude that Red
    Wolf has standing to file a petition to deny Citadel Broadcasting's
    captioned Connecticut and Rhode Island renewal applications. It has
    standing as to the Connecticut stations because the Red Wolf
    stations compete with the Citadel Broadcasting stations in the New
    London radio market. Based upon Mr. Fuller's Declaration, Red Wolf
    also has standing as to the Rhode Island stations because he
    satisfies Commission precedent that requires a petitioner to be a
    regular listener whose contacts with the stations are not
    transient.[^18]

### Misrepresentation Issue

10. Red Wolf argues that Citadel Broadcasting lacks the requisite
    character qualifications to remain a Commission licensee.
    Specifically, it claims that Citadel Broadcasting has made material
    misrepresentations to the Commission, has knowingly submitted false
    testimony, and has been "actively suborning perjury" in its
    submission of certain pleadings to the Commission.[^19] These
    allegations relate to documentation filed by Citadel Broadcasting in
    support of an Informal Objection (the "Objection") against Red
    Wolf's application for a new FM translator station in New London,
    Connecticut.[^20] Red Wolf has previously made those allegations in
    the proceeding involving that application. As discussed below, we
    find that Red Wolf has not raised a substantial and material
    question of fact calling for further inquiry regarding these
    allegations. We also find that Red Wolf has not raised a substantial
    and material question of fact whether Citadel Broadcasting possesses
    the basis character qualifications to hold its licenses that
    requires designation of the renewal applications for hearing.

11. The following are the chronological events underlying Red Wolf's
    allegations. On May 26, 2004, Citadel Broadcasting filed the
    Objection against Red Wolf's FM translator application, which would
    operate on a channel adjacent to that of Citadel Broadcasting's
    Station WSKO-FM, Wakefield-Peacedale, Rhode Island. In the
    Objection, Citadel Broadcasting claimed that the proposed translator
    would create interference to listeners of its station.[^21] In
    support of the interference allegation, Citadel Broadcasting
    submitted three letters, signed, respectively, by Maureen Charles,
    Peter Smith, and Ed Green.[^22] The letters (the "Listener Letters")
    each stated that the author resides in the New London area, listens
    to WSKO-FM, and is aware that the letter will be submitted to the
    Commission.[^23] Red Wolf claims to have later discovered that
    Charles, Smith, and Green are, in fact, family members, business
    associates, and/or friends of Citadel Broadcasting employees.[^24]
    Red Wolf claims that Citadel Broadcasting acquired the letters after
    its management had instructed its employees, including Ronald Adams,
    to obtain such letters and the employees solicited their friends,
    relatives, and business associates to sign them.[^25] In July 2004,
    Red Wolf obtained Smith's written rescission of his Listener Letter,
    in which he stated that he was not a regular listener to WSKO-FM,
    and that he had signed his Listener Letter only as an accommodation
    to his friend, Citadel Broadcasting employee Adams.[^26] However, in
    a July 9, 2004, Declaration and during an August 18, 2004, telephone
    conversation with Citadel Broadcasting's counsel, Adams assured
    Citadel Broadcasting that he had, in fact, properly obtained the
    letter from Smith, who was made aware of the purpose of the letter,
    and did listen to the station.[^27] Based upon these assurances from
    Adams, in December 2004, Citadel Broadcasting prepared a statement
    for Smith stating that Smith had signed the Listener Letter on his
    own volition and providing an explanation of why he had later
    rescinded the letter.[^28] Smith refused to sign that document.[^29]
    In January and May 2005, Adams advised Red Wolf that, among other
    things, he had never asked Smith whether he listened to WSKO-FM, did
    not tell him that the letter would be submitted to the Commission,
    and Citadel Broadcasting had pressured Adams to sign the July 2004
    Declaration confirming the *bona fides* of the Smith Listener
    Letter, a Declaration which Adams now said contained false
    statements.[^30]

12. In its March 1 Petition,[^31] Red Wolf maintains that Citadel
    Broadcasting concealed the fact that "the three so-called regular
    listeners were, in fact, friends, family, and business associates of
    Citadel Broadcasting employees and management personnel," and
    knowingly submitted to the Commission false information provided by
    Smith.[^32] Red Wolf claims that "\[t\]he evidence demonstrates that
    Citadel Broadcasting has, with planning and malice aforethought,
    entered into a campaign of fraud and deceit."[^33] Further, Red Wolf
    claims that, rather than being candid with the Commission, "Citadel
    compounded its initial fraudulent conduct, by suborning perjured
    testimony and by making numerous material misrepresentations to the
    FCC."[^34]

13. In its Opposition, Citadel Broadcasting maintains that it did not
    knowingly solicit false information for submission to the
    Commission. It states that it reasonably relied on the actions of
    its employee Adams, who, at the time, gave it no reason to question
    his veracity. Further, Citadel Broadcasting notes that, once Smith
    had rescinded his Listener Letter, it did what it could to determine
    the facts surrounding Adams' obtaining Smith's original letter, and
    that, based on Adams' August 2004 discussion with Citadel
    Broadcasting's counsel, Citadel Broadcasting reasonably continued to
    believe that Adams had told the truth.[^35] Citadel Broadcasting
    claims never to have asked Adams to misrepresent facts and maintains
    that it had good reason to believe that he had properly obtained
    Smith's letter. It states that, although now it cannot be certain
    that any of Adams' statements are true, it has proceeded in good
    faith, both at the time that it filed its Objection, and when it
    reasonably relied on Adams' statements in preparing the draft
    declaration for Smith to sign in December 2004.[^36] Due to
    subsequent inconsistent statements by Adams, however, Citadel
    Broadcasting acknowledges that Adams has lost all credibility in
    this proceeding and that his repeated contradictory and false
    statements are "worthless."[^37] Nevertheless, Citadel Broadcasting
    disputes the allegation that it attempted to "suborn the perjured
    declaration of Peter Smith," and states that the December 2004
    Declaration was prepared by Citadel Broadcasting's counsel based
    upon the information provided to counsel by Adams during their
    August 2004 discussion.[^38]

14. Misrepresentation is a false statement of a material fact made with
    an intent to deceive the Commission.[^39] Thus, intent to deceive is
    a necessary and essential element of misrepresentation.[^40] Intent
    to deceive may be found from a false statement of fact coupled with
    proof that the party making it had knowledge of its falsity.[^41]
    Intent may also be inferred from motive. However, carelessness,
    exaggeration, or slipshoddiness, which lack that necessary element,
    do not constitute misrepresentation.[^42]

15. In determining whether allegations raise a substantial and material
    question of fact requiring an evidentiary hearing, we are guided by
    the statutorily prescribed two-step process of Section 309(d)(1) of
    the Act. This section mandates that we must first determine whether
    the allegations of fact, if true, constitute a *prima facie* case
    that grant of the application would be inconsistent with Section
    309(k) of the Act.[^43] If so, the second step is for the Commission
    to determine whether, "on the basis of the application, the
    pleadings filed, or other matters which it may officially notice," a
    "substantial and material question of fact is presented." We must
    weigh against the allegations all evidence before us and, on the
    basis of all of these materials, we must decide whether the ultimate
    question of fact is "substantial" (*i.e*., "whether the totality of
    the evidence arouses a sufficient doubt on the point that further
    inquiry is called for.")[^44] The Commission may focus on either of
    the two steps, as it deems appropriate, in resolving the issues
    raised by a petition.[^45]

16. After consideration of the totality of the evidence before us, we
    find that Red Wolf has failed to raise a substantial and material
    question of fact calling into question Citadel Broadcasting's
    character or its basic qualifications as a licensee as to require an
    evidentiary hearing.[^46] With respect to the Maureen Charles and Ed
    Green Listener Letters filed in support of Citadel Broadcasting's
    Objection to the New London translator application, we conclude that
    Citadel Broadcasting did not misrepresent facts or lack candor with
    the Commission in its filing of those materials. As noted *supra*,
    the purpose for the submission of such documentation in proceedings
    involving translator applications is to demonstrate that the
    full-power station with which the proposed translator would
    interfere has listeners who reside at locations that would be
    adversely impacted by such interference. The submission of letters
    from listeners who happen to be connected in some way with the
    full-service station with which a proposed FM translator facility
    might interfere does not violate any statute or rule. Red Wolf cites
    no precedent, nor are we aware of any, that establishes that the
    submission of a listener letter that fails to disclose a
    relationship between the signing party and the licensee of the
    potentially affected full-service station constitutes an actionable
    lack of candor. We note that, despite Red Wolf's attempts to compel
    Ms. Charles and Mr. Green to withdraw their representations to the
    Commission of being listeners of WSKO-FM, they have refused to do
    so. We therefore reject Red Wolf's contention regarding the Charles
    and Green Listener Letters.

17. On the other hand, we find that certain material submitted by
    Citadel Broadcasting with its Objection to Red Wolf's New London
    translator application, *viz.*, the Listener Letter from Peter
    Smith, may be unreliable in establishing that Mr. Smith is a
    listener of the station. The staff therefore may properly exclude
    this letter when evaluating the Objection. The central issue for us
    in this proceeding is whether Citadel Broadcasting *knowingly*
    solicited a false Listener Letter from Smith. Clearly, much of the
    material presented in this case fails to meet the requirements of
    Section 309(d)(1) of the Act[^47] because it is not supported by
    sworn declaration or the sworn declaration is not based on personal
    knowledge. For example, Mr. Adams' accounts of specific
    conversations with Mr. Smith and other Citadel Broadcasting
    employees may be considered as evidence that the discussions
    actually occurred -- facts which are not in dispute in this case --
    but not to establish the truth of the statements made by other
    parties during those conversations.[^48] Similarly, Citadel
    Broadcasting's account of its counsel's August 18, 2004, interview
    of Mr. Adams, submitted as part of Red Wolf's March 1 Petition and
    supported by and incorporated into Mr. Adams' November 14, 2005,
    Declaration,[^49] may be admissible for the purpose of establishing
    that the interview occurred, which is not disputed, but not for the
    purpose of establishing the veracity of statements made by Mr. Adams
    during the course of that interview. To the extent the material
    submitted by Red Wolf satisfies the requirements of Section
    309(d)(1), we must also consider that the declarations by Mr. Adams
    contain uncorroborated assertions from an individual who has
    disavowed sworn representations that he has made to this agency. Mr.
    Adams has admitted under penalty of perjury that prior statements
    that he made under penalty of perjury -- for instance, those
    contained in his July 9, 2004, Declaration concerning Mr. Smith's
    listening habits *vis-à-vis* WSKO-FM -- were untrue. Accordingly, we
    find that his uncorroborated assertions bear little or no weight.

18. Considering the evidence as a whole, we cannot find a substantial
    and material question of fact calling for further inquiry regarding
    whether Citadel Broadcasting directed Mr. Adams to obtain a false
    Listener Letter from Mr. Smith and then knowingly filed such a
    letter in conjunction with its Objection to Red Wolf's New London
    translator application. In this regard, we also find no ground for
    further inquiry regarding whether Citadel Broadcasting suborned
    perjury by ordering or otherwise coercing Mr. Adams to make false
    declarations or for attempting to suborn perjury by requesting that
    Mr. Adams ask Mr. Smith to sign a false declaration. Citadel
    Broadcasting has provided a credible and reasonable explanation for
    its submission of what was later revealed to be an apparently false
    Listener Letter and for its efforts to question the reliability of
    Mr. Smith's recantation. Given the evidentiary deficiencies with
    respect to Red Wolf's material cited above, we find that Red Wolf
    has failed to provide sufficient evidence that Citadel Broadcasting
    knowingly submitted false information or intentionally misled the
    Commission.[^50] Thus, we find that there is no substantial and
    material question of fact regarding whether Citadel Broadcasting
    engaged in misrepresentation warranting designation of the renewal
    applications for hearing.

### Sponsorship Identification Issues 

19. Red Wolf next argues that Citadel Broadcasting received
    consideration from music companies and others in exchange for airing
    their artists' music over its stations, in violation of Sections 317
    and 507 of the Act and Section 73.1212 of the Rules.[^51] In support
    of this contention, Red Wolf indicates that, on July 25 and November
    22, 2005, respectively, the Attorney General of the State of New
    York (the "NYAG") entered into assurances of discontinuance with
    Sony BMG Music Entertainment ("Sony BMG") and with Warner Music
    Group Corp. ("Warner") in connection with the NYAG's ongoing
    investigation of such practices. Red Wolf indicates that, in
    entering into these settlements, "both Warner and Sony BMG admitted
    that 'Despite federal and state laws prohibiting unacknowledged
    payment by record labels to radio stations for the airing of music,
    direct and indirect forms of what has been described generically as
    'payola' for spins has continued to be an unfortunately prevalent
    aspect of radio promotions.'"[^52]

20. Red Wolf contends that these settlements demonstrate that Citadel
    Broadcasting "was a willing partner in Warner's and Sony BMG's
    criminal scheme to violate state and federal laws," including the
    Sponsorship Identification Rules. Red Wolf points to language in the
    two NYAG assurances of discontinuance and certain e-mails between
    Sony BMG or Warner employees and various radio stations released to
    the public by the NYAG regarding the stations' participation in
    music company promotions that mention the call signs of some Citadel
    Broadcasting stations.[^53] Red Wolf concludes that, because of
    these references, the Commission must designate the renewal
    applications for a hearing at which Citadel Broadcasting is required
    to "fully disclose its illegal activities and account for every
    penny it has received from every record company or independent
    promoter."[^54]

21. In its Opposition, Citadel Broadcasting contends that the fact of
    the ongoing investigation by the NYAG fails to support Red Wolf's
    Petition against the license renewal applications of Citadel
    Broadcasting's Connecticut and Rhode Island stations.[^55] Citadel
    Broadcasting argues that Red Wolf's claims are speculative and are
    unsupported by affidavits of persons with personal knowledge of the
    facts.[^56] In its Reply, Red Wolf urges that the Commission take
    official notice of the NYAG materials.[^57] We grant that request
    and hereby take official notice of the NYAG materials.

22. On November 21, 2006, Red Wolf filed a Complaint with the Commission
    against a number of Citadel Broadcasting stations which it also
    seeks to incorporate by reference into both its March 1 Petition and
    April 3, 2006, Petition to Deny the Merger Applications.[^58] In its
    November 21 Complaint, Red Wolf repeats the substance of Sponsorship
    Identification Rule allegations contained in its September 2005
    Complaint, its July 13, 2006, "First Supplement to Complaint," and
    its May 31, 2006, First Supplement to its Petition to Deny the
    Merger Applications. [^59]

23. We note that the Commission adopted an Order, FCC 07-28, on March
    21, 2007 (the "Consent Decree Order"), that adopted a Consent Decree
    between the Commission and Citadel on behalf of itself and its
    subsidiaries.  In that Consent Decree, Citadel agreed to make a
    voluntary contribution to the U.S. Treasury and adopt and implement
    a Company Compliance Plan and  Company Business Reforms in order to
    ensure the company's compliance in the future with 47 U.S.C. §§ 317,
    508 and 47 C.F.R. § 73.1212, and/or any Commission policy relating
    to sponsorship identification or "payola" or "plugola."  After
    reviewing that Consent Decree and the matters under investigation,
    the Commission approved the Consent Decree and found that nothing in
    the record created a substantial and material question of fact in
    regard to those matters as to whether Citadel and its direct or
    indirect subsidiaries that hold FCC authorizations possess the basic
    qualifications, including character qualifications, to hold or
    obtain any FCC licenses or authorizations.  Based on our review of
    the record and the Consent Decree, we conclude that the Consent
    Decree contains appropriate terms and conditions to ensure that
    Citadel complies with 47 U.S.C. §§ 317, 508 and 47 C.F.R. § 73.1212,
    and/or any Commission policy relating to sponsorship identification
    or "payola" or "plugola" in the future. Therefore, we conclude that
    there are no substantial and material questions of fact at issue and
    grant Citadel's pending license renewal applications and deny the
    payola allegations in the March 1 Petition and related pleadings by
    Red Wolf, subject to the specific representations and commitments
    contained in the Consent Decree.[^60]

### Tower Fencing and Lighting Issues

24. Red Wolf also claims that Citadel Broadcasting "failed to maintain
    its stations' infrastructure \[and\] consequently, it has endangered
    the lives of the citizens of New London."[^61] Red Wolf states that
    Citadel Broadcasting has a tower site located at 99 Briar Hill Road
    in Groton, Connecticut, from which it operates Stations WQGN-FM and
    WSUB(AM). The Briar Hill tower site, Red Wolf notes, is situated
    across the street from an elementary school. Red Wolf alleges that,
    for a period of at least 30 days during May and June 2004, those
    towers were unsecured and unfenced while the stations were in
    operation, in violation of the Rules, and potentially endangering
    the lives of the elementary school students.[^62]

25. Additionally, Red Wolf states that, in March 2005, it notified the
    FCC's Boston Field Office that the obstruction lights of the tower
    for Citadel's Station WXLM(FM), Stonington, Connecticut,[^63] were
    out and, although Citadel Broadcasting fixed or replaced the lights,
    they were out again two months later. Red Wolf attaches a
    Declaration of Mr. Fuller, who indicates that he viewed the tower
    after nightfall on May 21, 22, and 23, 2005, and did not see the
    tower lights come on at any time. Red Wolf argues that, because the
    tower is less than three miles from an airport, Citadel
    Broadcasting's repeated failure to maintain the tower lighting
    created a serious risk of injury.[^64]

26. In its Opposition, Citadel Broadcasting asserts that Red Wolf's
    accusations are "simply wrong."[^65] With respect to the
    WQGN-FM/WSUB(AM) tower site, Citadel Broadcasting states that it was
    actually improving the safety of its facilities by replacing a
    40-year-old tower. Citadel Broadcasting advises that, during
    construction, it remained in communication with the FCC's Boston
    Field Office and Citadel Broadcasting's consulting engineer, to
    ensure that the tower was being constructed safely and in compliance
    with the rules. Citadel Broadcasting states that from the beginning
    of construction, the tower site was marked with security tape, as
    Fuller's photographs confirm, that RF warning signs were posted, and
    that the front gate was locked at night.[^66] Citadel Broadcasting
    acknowledges that there was a period of four days during which the
    permanent site fencing was taken down without temporary fencing put
    in place, to allow for the removal of the old tower and installation
    of the ground plane for WSUB(AM); however, Citadel Broadcasting
    points out that it marked the site with warning tape and signs and
    communicated with the Commission's Boston Office, indicating that it
    was roping off the area each evening with warning and danger tape
    out to a distance of 20 feet from the towers and ensuring that
    radiation warning signs were visible on approach to the tower.
    Citadel Broadcasting indicates that Commission personnel from the
    Boston Office expressed no concern with securing the area in that
    manner.[^67]

27. Moreover, Citadel Broadcasting states that, when it realized that
    there was a problem with the tower lights at the Stonington,
    Connecticut, tower, it immediately took steps to resolve the
    problem. It states that it contacted the Commission's Boston Office
    and discussed the situation with Commission personnel. Ultimately,
    Citadel Broadcasting discovered that, for unknown reasons, the
    circuit breaker controlling power to the lighting system was
    switched off. Citadel Broadcasting indicates that, in light of that
    incident, it took steps to correct the lighting problem and prevent
    future recurrences.[^68] It claims that it tried to move promptly to
    alleviate the problem and that Red Wolf's contrary claims are
    baseless.

28. The Commission has indicated that, in certain circumstances, tower
    marking and lighting deficiencies could pose sufficient risks to
    public safety to support a finding of a "serious" violation.[^69] In
    this case, however, Red Wolf has failed to raise a substantial and
    material question of fact regarding Citadel Broadcasting's
    compliance with the RF and tower lighting requirements sufficient to
    warrant further inquiry into Citadel Broadcasting's qualifications
    to be a Commission licensee. With respect to the claim that Citadel
    Broadcasting created a dangerous situation with its Groton,
    Connecticut, stations, it appears that Citadel Broadcasting took
    sufficient steps to minimize any danger, including taping-off the
    area and posting "CAUTION" signs,[^70] and erecting a partial fence
    around the tower.[^71] Moreover, we have confirmed with the
    Enforcement Bureau's Boston Office that Citadel Broadcasting's
    engineer, Frank Doremus, contacted the Office and explained the
    tower work that was being done and the safety measures taken. We
    conclude that Citadel Broadcasting acted appropriately.

29. With respect to the tower lighting outage at WXLM(FM), Citadel
    Broadcasting acknowledges that its tower lighting failed briefly in
    March 2005 and again between May 21-23, 2005. In response to the
    complaint submitted to the Boston Office on May 24, 2005, the Office
    opened a case regarding the lighting outages and contacted Citadel's
    Bob Cox and Frank Doremus.[^72] Mr. Cox reported that the tower's
    lamps had been replaced three weeks previously and that Citadel
    Broadcasting was trying to determine the reason for the lighting
    failure. Ultimately, as reported in Citadel Broadcasting's
    Opposition, Mr. Doremus discovered that a breaker switch had
    accidentally been tripped and had been reset. This circuit also
    prevented the remote control monitoring system from detecting, *via*
    an alarm that would have sounded, that the tower lights were out.
    The tower lights were restored to normal operation on Wednesday, May
    25, 2005. Upon receipt of additional information from Citadel
    Broadcasting regarding steps taken to ensure that the lighting and
    monitoring failure would not recur, and upon the passage of six
    months with no further complaints or reports of tower lighting
    outages, the Boston Office closed the case without further action on
    February 6, 2006.

30. In light of these facts, we also believe no further action is
    warranted regarding Red Wolf's allegation concerning lighting
    outages on the WXLM(FM) tower. Citadel Broadcasting had a monitoring
    and alarm system in place to alert its technical and managerial
    staff if there was a lighting failure at the station; the accidental
    tripping of the circuit breaker made both the lighting and the
    monitoring/alarm system inoperable.[^73] Citadel Broadcasting has
    installed additional monitoring and warning equipment to ensure that
    the lighting outages will not recur. Its immediate and subsequent
    actions in response to the problem were, we believe, both diligent
    and appropriate.

### Public Inspection File Issues

31. Red Wolf contends that Citadel Broadcasting violated Section
    73.3526(e)(10) of the Rules, which requires a licensee to maintain
    copies of pending complaints in its station's public inspection
    files.[^74] Red Wolf indicates that, on July 12, 2004, its employee
    Andrew LeCara visited the main studio of Stations WQGN(FM) and
    WSUB(AM) and its employee Brian Rheaume visited that of WSKO-FM and
    each requested to see the public file. Each indicates that the files
    were missing several complaints that Red Wolf had filed against the
    respective stations.[^75] While Citadel Broadcasting acknowledges
    that the complaints were missing, it points out that it quickly
    located the documents and placed them in the appropriate files.[^76]

32. In addition, in its response to Section III, Item 3 of its captioned
    license renewal applications[^77] for Stations WSKO(AM), WSKO-FM,
    WPRO(AM), and WPRO-FM, Citadel Broadcasting disclosed that certain
    issues/programs lists that were missing from each station's public
    inspection file. Citadel Broadcasting's reported deficiencies were
    as follows:

-   WSKO(AM): missing issues/programs list for the third quarter of
    2001.[^78]

-   WSKO-FM: missing issues/programs list for the third quarter of
    2002.[^79]

-   WPRO(AM): missing issues/programs lists for the second and third
    quarters of 2002.[^80]

-   WPRO-FM: missing issues/programs lists for the third and fourth
    quarters of 2001 and the first quarter of 2002.[^81]

33. Section 73.3526 of the Rules[^82] requires that broadcast licensees
    maintain certain material in a file to be made available for public
    inspection during business hours. We have found that reasonable
    access to the public inspection file serves the important purpose of
    facilitating citizen monitoring of a station's operations and public
    interest performance, and fostering community involvement with local
    stations, thus helping to ensure that stations are responsive to the
    needs and interests of their local communities.[^83] In this regard,
    where lapses occur in maintaining the public file, neither the
    negligent acts or omissions of station employees or agents, nor the
    subsequent remedial actions undertaken by the licensee, excuse or
    nullify a licensee's rule violation*.*[^84]

34. Section 503(b) of the Act[^85] and Section 1.80(a) of the Rules[^86]
    each state that any person who willfully or repeatedly fails to
    comply with the provisions of the Act or the Rules shall be liable
    for a forfeiture penalty. For purposes of Section 503(b) of the Act,
    the term "willful" means that the violator knew it was taking the
    action in question, irrespective of any intent to violate the
    Rules.[^87] A continuing violation is "repeated" if it lasts more
    than one day.[^88]

35. The Commission's *Forfeiture Policy Statement* and Section 1.80 of
    the Rules set a base forfeiture amount of \$10,000 for public file
    violations.[^89] In determining the appropriate forfeiture amount,
    if any, we must consider the factors enumerated in Section
    503(b)(2)(D) of the Act, including "the nature, circumstances,
    extent and gravity of the violation, and, with respect to the
    violator, the degree of culpability, any history of prior offenses,
    ability to pay, and such other matters as justice may require."[^90]
    We conclude that Citadel Broadcasting has willfully and repeatedly
    violated the rule at six of its Connecticut and Rhode Island
    stations. However, considering the record as a whole, in particular
    the fact that Citadel Broadcasting took immediate steps to return
    the missing complaints cited in the March 1 Petition and that the
    other file violations acknowledged in these renewal applications
    involved only one, two, or three missing issues/programs lists,
    after engaging in the required analysis, we believe that a \$10,000
    forfeiture is appropriate for these violations. Accordingly, we find
    that Citadel Broadcasting is apparently liable for a forfeiture in
    the amount of \$10,000 for its apparent willful and repeated
    violations of Section 73.3526 at Stations WQGN-FM, WSUB(AM),
    WPRO(AM), WPRO-FM, WSKO(AM), and WSKO-FM.

### Conclusion

36. We find that Citadel Broadcasting's apparent violations of Section
    73.3526 of the Rules at Stations WQGN-FM, WSUB(AM), WPRO(AM),
    WPRO-FM, WSKO(AM), and WSKO-FM do not constitute "serious
    violations" warranting designation for evidentiary hearing.[^91]
    Moreover, we find no evidence of violations that, when considered
    together, evidence a pattern of abuse.[^92] Further, we find that
    Citadel Broadcasting's Connecticut and Rhode Island radio stations
    listed in the caption served the public interest, convenience, and
    necessity during the subject license terms. We will therefore grant
    the license renewal applications for these stations.

## BINGHAMTON, NEW YORK, STATIONS

37. William Huston, Karen Glauber, and Kevin Bunger (collectively, the
    "Binghamton Petitioners") jointly filed a letter dated May 1, 2006,
    received by the Commission on May 3, in opposition to the captioned
    license renewal applications for Citadel Broadcasting Stations
    WYOS(AM), WAAL(FM), WHWK(FM) and WNBF(AM), Binghamton, New York, and
    WWYL(FM), Chenango Bridge, New York.[^93] On May 31, 2006, Citadel
    Broadcasting filed a response to the Petition (the "Binghamton
    Opposition"). For the reasons set forth below, we dismiss the
    Binghamton Petition, consider and deny it as an informal objection,
    and grant the renewal applications.

38. In the Binghamton Petition, the Binghamton Petitioners represent
    that each is a party in interest in that each resides, works, and/or
    attends school within the stations' service areas.[^94] They request
    that the Commission deny the renewal applications until such time as
    Citadel Broadcasting certifies that certain claimed deficiencies
    regarding its operation of the stations that the Binghamton
    Petitioners outline "are remedied."[^95] In this regard, they object
    both to the fact that Citadel Broadcasting is a for-profit company
    and the licensee of a substantial number of broadcast stations,[^96]
    resulting in Citadel Broadcasting being part of what they claim is a
    "near duopoly" in the Binghamton area. [^97] The Binghamton
    Petitioners further express their dissatisfaction with the stations'
    formats, use of automation, and what they perceive to be a lack of
    public affairs, news, political, and local entertainment
    programming.[^98] In this regard, the Binghamton Petitioners
    maintain that the licensee's programming decisions are improperly
    driven by commercial considerations, that Citadel Broadcasting's
    operating deficiencies are attributable to the fact that it is a
    large company with "distant shareholders" motivated by profit.[^99]
    They also allege that the stations fail to provide public access to
    their air time[^100] and cite to news reports stating that Citadel
    Broadcasting is being investigated by the Commission for violation
    of the payola rules.[^101] Finally, they state that "certain
    deficiencies" exist in the stations' public files.[^102]

39. In the Binghamton Opposition, Citadel Broadcasting states that the
    Binghamton Petition was untimely filed and should accordingly be
    considered as an informal objection. It argues that the pleading
    fails to identify a single violation of the Act or the Rules.[^103]
    It asserts that the allegations are supported only by the "scant
    facts" set forth in the Binghamton Petition, and pertain either to
    non-existent regulations[^104] or to Commission rules that were
    eliminated 25 years ago in the Commission's *Radio Deregulation*
    decision.[^105] Citadel Broadcasting also denies that its station
    ownership in Binghamton constitutes an "illegal monopoly,"
    maintaining that its broadcast holdings fully comply with the
    Commission's local radio ownership limits.[^106] Finally, as to the
    claim concerning a pending Commission payola investigation of its
    stations, Citadel Broadcasting responds that the Binghamton
    Petitioners have offered no evidence of such violations and failed
    to even identify the stations at which this misconduct is alleged to
    have occurred.[^107] Finally, Citadel Broadcasting notes that the
    Binghamton Petitioners did not identify any specific "deficiencies"
    in its stations' public inspection files, but simply alleged that
    they seemed "rather devoid of complaints." Thus, Citadel
    Broadcasting contends, the allegation is unsubstantiated and should
    not bar the renewal of its licenses.[^108]

40. As an initial matter, we find that the Binghamton Petition was filed
    after the deadline for the submission of petitions to deny the
    subject renewal applications. New York radio station licenses,
    including those of Citadel Broadcasting at issue here, expired on
    June 1, 2006.[^109] Accordingly, petitions to deny such applications
    had to be filed with the Commission by May 1, 2006.[^110] Although
    the Binghamton Petitioners apparently mailed the Binghamton Petition
    on May 1, 2006, it was not received by the Commission until May
    3, 2006. It is well established that petitions to deny are
    considered to be timely filed with the Commission only upon receipt,
    not when they are mailed or postmarked.[^111] Accordingly, the
    Binghamton Petition was not filed by the appropriate deadline.
    Nevertheless, we will consider it an informal objection pursuant to
    Section 73.3587 of the Rules.[^112]

41. The Commission has long held that licensees of radio stations have
    an obligation to provide coverage of significant issues facing their
    communities.[^113] However, given the First Amendment rights of
    broadcasters and the non-censorship provisions of the Act, [^114]
    each licensee retains the discretion to make operational and
    programming decisions. The Commission will not take adverse action
    on a license renewal application based only upon the subjective
    determination of a listener or group of listeners as to what
    constitutes appropriate programming.[^115] Moreover, the Commission
    has recognized that a licensee has particularly wide discretion in
    the area of news programming and, in the absence of extrinsic
    evidence that a licensee has falsified, distorted or suppressed
    news, the agency will not substitute its judgment for that of a
    licensee in determining what news is of prime interest to its
    listening audience and the manner in which it should be
    presented.[^116] Further, the Commission will not interfere with the
    exercise of a licensee's news judgment where there is no showing
    that the licensee consistently and unreasonably ignored matters of
    public concern.[^117] The Binghamton Petitioners have made no such
    showing. As to the allegations regarding alleged payola practices,
    the Binghamton Petitioners have cited no specific evidence that such
    practices occurred at any of the subject Citadel Broadcasting
    stations. As stated in Paragraph 23 above, the Commission has
    adopted the Consent Decree Order resolving the Enforcement Bureau's
    investigation of Citadel's compliance with the Sponsorship
    Identification Rules. The Consent Decree Order found that nothing in
    the record created a substantial and material question of fact in
    regard to those matters as to whether Citadel and its direct or
    indirect subsidiaries that hold FCC authorizations possess the basic
    qualifications, including character qualifications, to hold or
    obtain any FCC licenses or authorizations. For the reasons stated in
    Paragraph 23 above, we conclude that the Binghamton Petition fails
    to present any substantial and material questions of fact with
    respect to Citadel's alleged payola practices. Finally, with regard
    to the Binghamton Petitioners' stated concern about Citadel
    Broadcasting's size and the number of stations licensed to it, as
    Citadel Broadcasting notes in its Binghamton Opposition, its level
    of ownership complies with Section 73.3555 of the Rules,[^118] which
    contains the limits on the number of such stations one entity may
    own or control. For these reasons, we deny the Binghamton Petition.

42. Accordingly, we find neither evidence of serious violations of the
    Act or the Rules nor of other violations by Citadel Broadcasting
    that, when considered together, evidence a pattern of abuse.
    Further, we find that each Citadel Broadcasting station in question
    served the public interest, convenience, and necessity during its
    subject license term. Thus, there is no need for further inquiry
    regarding the subject renewal applications, which we grant herein.

    **C. WWWZ(FM), SUMMERVILLE, SOUTH CAROLINA**

43. In response to the public file question in its renewal application
    for Station WWWZ(FM), Citadel Broadcasting indicated "No" and
    provided an exhibit to the application, in which it explained that:

In reviewing its public file, the licensee found that the quarterly

issues and programs lists for the period beginning with the first

quarter of 2000 through the second quarter of 2002, and the first

quarter of 2003 were missing from its public inspection file. These

quarterly reports were subsequently reconstructed from various

sources including program director's notes, calendar entries and

other station records. These reports have been placed in the

licensee's public inspection file. The quarter \[sic\] issues and
programs

lists for the third and fourth quarters of 1999, and the third and

fourth quarters of 2002 were also discovered missing from its public

inspection file. Licensee lacks sufficient information to recreate these

lists.[^119]

44. As Citadel Broadcasting has acknowledged, at the time of filing of
    the WWWZ(FM) license renewal application and during periods within
    the license term, the station's public inspection file did not
    contain many of the items required to be retained in the file during
    periods within the license term, by Section 73.3526 of the Rules. As
    we noted above, where lapses occur in maintaining the public file,
    neither the negligent acts or omissions of station employees or
    agents, nor the subsequent remedial actions undertaken by the
    licensee, excuse or nullify a licensee's rule violation.[^120]

45. Pursuant to Section 503(b)(1)(B) of the Act, we hereby find Citadel
    Broadcasting apparently liable for willful and repeated violations
    of Section 73.3526 of the Rules. In determining the appropriate
    proposed forfeiture amount, we note that the violations were
    extensive, occurring over a five-year period during the license term
    and involving 15 missing issues/programs lists. Considering the
    record as a whole, in particular, the length of time that the
    violations continued and the number of missing lists involved, after
    engaging in the required analysis,[^121] we believe that a \$10,000
    forfeiture is appropriate for the violations in this instance.
    Accordingly, we find that Citadel Broadcasting is apparently liable
    for a forfeiture in the amount of \$10,000 for its apparent willful
    and repeated violations of Section 73.3526 at Station WWWZ(FM).

46. We find that Citadel's apparent violations of Section 73.3526 of the
    Rules at Station WWWZ(FM) do not constitute "serious violations"
    warranting designation for evidentiary hearing. Moreover, we find no
    evidence of violations that, when considered together, evidence a
    pattern of abuse sufficient to warrant designation of the license
    renewal application for hearing.[^122] Further, we find that Station
    WWWZ(FM) served the public interest, convenience, and necessity
    during the subject license term. We therefore grant the station's
    license renewal application herein.

    **D. WLXC(FM), LEXINGTON, SOUTH CAROLINA**

47. In response to the public file question in its renewal application
    for Station WLXC(FM), Citadel Broadcasting indicated "No," attaching
    an exhibit explaining that, "in reviewing its public file, the
    licensee found that the files for the third and fourth quarter
    issues and programs lists for 2000 were missing from its public
    inspection file. The licensee lacks sufficient information to
    recreate these lists."[^123]

48. These public file violations acknowledged by Citadel Broadcasting in
    its renewal application for Station WLXC(FM) involve two missing
    issues/programs lists. Considering the record as a whole, in
    particular that the violations occurred during only two quarters and
    involved that number of missing lists, after engaging in the
    required analysis,[^124] we believe that a \$1,000 forfeiture is
    appropriate for the violations in this instance. Accordingly, we
    find that Citadel Broadcasting is apparently liable for a forfeiture
    in the amount of \$1,000 for its apparent willful and repeated
    violations of Section 73.3526 at Station WLXC(FM).

49. We find that Citadel Broadcasting's apparent violations of Section
    73.3526 of the Rules at Station WLXC(FM) do not constitute "serious
    violations" warranting designation for evidentiary hearing.
    Moreover, we find no evidence of violations that, when considered
    together, evidence a pattern of abuse.[^125] Further, we find that
    Station WLXC(FM) served the public interest, convenience, and
    necessity during the subject license term. We therefore grant the
    station's license renewal application herein.

    **iii. THE MERGER TRANSACTION**

50. Section 310(d) of the Act provides that no station license shall be
    transferred or assigned until the Commission, upon application,
    determines that the public interest, convenience, and necessity will
    be served thereby. In making this assessment, the Commission must
    first determine whether the proposed transaction would comply with
    the specific provisions of the Act,[^126] other applicable statutes,
    and the Rules.[^127] If the transaction would not violate a statute
    or rule, the Commission considers whether it could result in public
    interest harms by substantially frustrating or impairing the
    objectives or implementation of the Act or related statutes.[^128]
    The Commission then employs a balancing process, weighing any
    potential public interest harms of the proposed transaction against
    any potential public interest benefits.[^129] The applicants bear
    the burden of proving, by a preponderance of the evidence, that the
    proposed transaction, on balance, would serve the public
    interest.[^130] If the Commission is unable to find that the
    proposed transaction serves the public interest, or if the record
    presents a substantial and material question of fact, Section 309(e)
    of the Act requires that the applications be designated for
    hearing.[^131]

51. Disney is a widely-held, publicly-traded company, in which no
    shareholder holds an interest that is attributable due to the size
    of its stock interest in the company. Disney holds diversified media
    and entertainment interests, including ABC Radio, which is the
    parent of twelve entities (collectively, the "ABC Radio
    Licensees")[^132] that, in the aggregate, are licensees of 24 radio
    stations (8 AM, 16 FM) operating in top-20 rated Arbitron
    markets.[^133]

52. Citadel is a publicly-traded company in which Theodore J. Forstmann,
    through Forstmann Little, currently holds approximately 67% of the
    outstanding stock. Citadel's subsidiary, Citadel Broadcasting, is
    the licensee of 225 full-power radio station licenses (60 AM, 165
    FM), seven FM translator stations and one FM booster station.
    Citadel Broadcasting's radio stations are each located in markets
    below the top-30 rated Arbitron markets.[^134]

53. Disney and Citadel have entered into an agreement contemplating a
    merger transaction by which Citadel would acquire Disney's radio
    stations in exchange for stock in Citadel to be distributed to
    Disney's current shareholders. After the merger, Citadel will be a
    publicly-traded company whose stock will be held as follows: (a)
    approximately 57% by current shareholders of Disney; (b)
    approximately 28.7% by Forstmann Little; and (c) approximately 14.3%
    by the remaining current shareholders of Citadel.

54. The proposed transaction will be accomplished as follows. The first
    step involves spinning off the stock of ABC Radio from Disney to the
    current shareholders of Disney. The second step involves the merger
    of Alphabet Acquisition Corp., a wholly-owned subsidiary of Citadel,
    with and into ABC Radio, which will become a subsidiary of Citadel.
    In that second step, the ABC Radio shareholders (the former Disney
    shareholders) will exchange their stock in ABC Radio for stock in
    Citadel, thereby acquiring the 57% interest described above and
    diluting the current Citadel shareholders' interests as described
    above. After the merger, Citadel (which will be renamed Citadel
    Communications) will hold the equity in the licensees of its radio
    stations through two subsidiaries: (a) ABC Radio, which, through the
    ABC Radio Licensees, will own the 24 radio stations formerly owned
    by Disney in top-20 markets; and (b) Citadel Broadcasting, which
    will continue to own and operate its current group of radio stations
    in markets below the top-30 rated Arbitron markets.

55. Because the current shareholders of Disney will acquire an
    approximate 57% interest in Citadel, the proposed merger involves a
    "substantial change in ownership" of the Citadel Broadcasting
    stations.[^135] At the same time, through its acquisition of an
    approximate 28.7% interest in the ABC Radio stations, Forstmann
    Little will acquire what the parties represent to be *de facto*
    control over those stations.[^136] Accordingly, the proposed merger
    involves long-form transfers of control of both groups of radio
    stations.

56. The Merger Applications are the subject of a Petition to Deny filed
    on April 3, 2006, by Red Wolf, which requests that the Commission
    designate the applications for hearing for consideration of the
    claims of misrepresentation and statutory and/or rule violations
    raised in Red Wolf's March 1 Petition to Deny certain Citadel
    Broadcasting renewal applications discussed *supra* (including the
    May 31, 2006,"First Supplement to Petition to Deny" and the various
    complaints discussed by Red Wolf in its November 21 Complaint,[^137]
    the "April 3 Petition").[^138] Thus, the April 3 Petition appends
    and incorporates the allegations contained in the March 1 Petition
    and urges that the Transfer Applications be designated for hearing
    on those allegations, as well as the supplemental allegations
    concerning sponsorship identification/payola, including those raised
    by Red Wolf in its November 21 Complaint. As noted *supra*, because
    we have concluded Red Wolf has not presented any substantial and
    material question of fact concerning whether Citadel Broadcasting
    lacks the requisite qualifications to remain a Commission licensee,
    we have granted the renewal applications that are the subject of its
    March 1 Petition. For the same reason, we conclude that Red Wolf has
    presented no substantial and material questions of fact in its April
    3 Petition whether Citadel Broadcasting lacks the requisite
    qualifications to remain a Commission license or whether the grant
    of the Merger Applications would be consistent with the public
    interest.[^139] Accordingly, we deny the April 3 Petition.

57. Because there is virtually no overlap between the radio markets in
    which the ABC Radio stations operate and those in which the Citadel
    Broadcasting stations operate, the proposed transaction complies
    with our radio ownership rule, Section 73.3555(a)(1).[^140] We
    further find no evidence that the proposed transaction will harm
    competition in any radio market. In fact, the merger will improve
    competition by causing Citadel to divest certain grandfathered
    interests that were allowed under our previous ownership rule but do
    not comply with our current radio ownership rule.

58. Specifically, the proposed transaction will terminate Citadel's
    ability to maintain certain grandfathered ownership interests that
    exceed the ownership limits adopted in the *2002 Biennial Review
    Order* set forth in Section 73.3555(a)(1) of the Rules.[^141] In
    that Order, we held that such grandfathered interests generally
    cannot be the subject of a "long-form" assignment or transfer of
    control.[^142]

59. To resolve this issue, Citadel Broadcasting also has filed the Trust
    Application to divest its attributable interests in the following
    radio markets: (a) two FM stations in the Oklahoma City, Oklahoma,
    radio market;[^143] (b) one FM station in the Albuquerque, New
    Mexico, radio market;[^144] (c) three FM stations in the Little
    Rock, Arkansas, radio market;[^145] (d) one FM station in the
    Charleston, South Carolina, radio market;[^146] (e) two FM stations
    in the Portland, Maine, radio market;[^147] (f) one FM station in
    the Saginaw -- Bay City, Michigan, radio market;[^148] and (g) one
    FM station in the Lafayette, Louisiana, radio market.[^149] The
    proposed assignee is The Last Bastion Station Trust, LLC
    ("LBST"),[^150] a trust in which Citadel does not hold a cognizable
    interest pursuant to our attribution standards.[^151] This aspect of
    the proposed transaction will be consistent with the intent of the
    *2002 Biennial Review Order* in not allowing "long-form" transfers
    of grandfathered interests that do not comply with the revised
    ownership rule.[^152]

60. We will impose a condition requiring that Citadel Broadcasting's
    divestiture of the 11 stations to LBST pursuant to the Trust
    Application occur prior to or simultaneously with the consummation
    of Citadel Broadcasting's transfer of control. LBST is strongly
    encouraged to take reasonable steps to market the stations to any
    "eligible entity,"[^153] which often includes businesses owned by
    women and minorities. LBST is further encouraged to consummate the
    sale of all of the stations within six months of the consummation
    date. If LBST is unable to do so, it must provide the Commission
    with a copy of the confidential report referenced in Section 4(g) of
    the Form of Trust Agreement submitted with the Trust Application.
    With that condition in place, we find that the proposed merger
    transaction complies with the Act and the Rules and serves the
    public interest, convenience, and necessity. Accordingly, we grant
    the Merger Applications and the Trust Application.

# IV. CONCLUSION {#iv.-conclusion .unnumbered}

61. We have reviewed the proposed merger, the applications for its
    approval, and related pleadings. We conclude that the applicants are
    fully qualified and that grant of the Merger Applications and the
    Trust Application, subject to the condition set forth herein, will
    serve the public interest, convenience, and necessity. We also grant
    the captioned renewal applications and further conclude that it is
    appropriate to issue a Notice of Apparent Liability against Citadel
    Broadcasting with respect to its violations of Section 73.3526 of
    the Rules at Stations WQGN-FM and WSUB(AM), Groton, Connecticut;
    WSKO(AM), WPRO(AM) and WPRO-FM, Providence, Rhode Island; WSKO-FM,
    Wakefield-Peacedale, Rhode Island; WWWZ(FM), Summerville, South
    Carolina: and WLXC(FM), Lexington, South Carolina.

    **V. ORDERING CLAUSES**

62. Accordingly, IT IS ORDERED THAT the applications for consent to the
    transfers of control of Citadel Broadcasting Company and of Radio
    License Holding I, LLC, Radio License Holding II, LLC, Radio License
    Holding III, LLC, Radio License Holding IV, LLC, Radio License
    Holding V, LLC, Radio License Holding VI, LLC, Radio License Holding
    VII, LLC, Radio License Holding VIII, LLC, Radio License Holding IX,
    LLC, Radio License Holding X, LLC, Radio License Holding XI, LLC and
    Radio License Holding XII, LLC, and for consent to the assignment of
    licenses from Citadel Broadcasting Company to The Last Bastion
    Station Trust, LLC listed in the Appendix, or as otherwise listed
    previously in the Commission's public notices, ARE GRANTED, SUBJECT
    TO THE FOLLOWING CONDITION: the transfer of control of Citadel
    Broadcasting Company shall take place subsequent to and/or
    simultaneously with the complete consummation of the assignment of
    licenses from Citadel Broadcasting Company to The Last Bastion
    Station Trust, LLC.

63. IT IS FURTHER ORDERED THAT, in the event that The Last Bastion
    Station Trust, LLC has not consummated the sale of each radio
    station that it holds in trust within six months of the acquisition
    of such station from Citadel Broadcasting Company, it shall provide
    the Commission with a copy of each confidential report referenced in
    Section 4(g) of the Form of Trust Agreement filed with the
    assignment of license application described in the preceding
    paragraph.

64. IT IS FURTHER ORDERED THAT the above-captioned applications of
    Citadel Broadcasting Company for renewal of its licenses for various
    radio stations ARE GRANTED.

65. IT IS FURTHER ORDERED THAT all grants of applications referenced
    herein or occurring pursuant to this *Memorandum Opinion and Order
    and Notice of Apparent Liability* are without prejudice to any
    enforcement action the Commission may deem appropriate in light of
    the ongoing investigations into certain pending indecency, profanity
    and/or obscenity complaints.[^154]

66. IT IS FURTHER ORDERED THAT the March 1, 2006, Petition to Deny filed
    by Red Wolf Broadcasting Corporation IS GRANTED to the extent noted
    above, and IS OTHERWISE DENIED.

67. IT IS FURTHER ORDERED THAT the April 3, 2006, Petition to Deny filed
    by Red Wolf Broadcasting Corporation IS DENIED.

68. IT IS FURTHER ORDERED THAT the May 1, 2006, Petition to Deny jointly
    filed by William Huston, Karen Glauber, and Kevin Bunger IS
    DISMISSED, and, when treated as an informal objection, IS DENIED.

69. IT IS FURTHER ORDERED THAT the Petition for Waiver filed by Citadel
    Broadcasting Company IS DISMISSED as moot.

70. IT IS FURTHER ORDERED THAT the May 19, 2006, Motion to Hold in
    Abeyance filed by Red Wolf Broadcasting Corporation IS DISMISSED.

71. IT IS FURTHER ORDERED, pursuant to Section 503(b) of the
    Communications Act of 1934, as amended,[^155] and Section 1.80 of
    the Commission's Rules,[^156] THAT Citadel Broadcasting Company is
    hereby NOTIFIED of its APPARENT LIABILITY FOR FORFEITURE for its
    apparent willful and repeated violation of Section 73.3526 of the
    Commission's Rules,[^157] in the amount of \$10,000 for such
    violations at Stations WQGN-FM and WSUB(AM), Groton, Connecticut;
    WSKO(AM), WPRO(AM) and WPRO-FM, Providence, Rhode Island; and
    WSKO-FM, Wakefield-Peacedale, Rhode Island; in the amount of
    \$10,000 for such violations at Station WWWZ(FM), Summerville, South
    Carolina; and in the amount of \$1,000 for such violations at
    Station WLXC(FM), Lexington, South Carolina, for a total proposed
    forfeiture in the amount of \$21,000.

72. IT IS FURTHER ORDERED, pursuant to Section 1.80 of the Commission's
    Rules,[^158] THAT, within thirty (30) days of the release date of
    this *Memorandum Opinion and Order and Notice of Apparent
    Liability,* Citadel Broadcasting Company SHALL PAY the full amount
    of the proposed forfeiture or SHALL FILE a written statement seeking
    reduction or cancellation of the proposed forfeiture.

73. Payment of the proposed forfeiture must be made by check or similar
    instrument, payable to the order of the Federal Communications
    Commission. The payment must include the NAL/Acct. No. and FRN No.
    referenced above. Payment by check or money order may be mailed to
    Federal Communications Commission, at P.O. Box 358340, Pittsburgh,
    Pennsylvania 15251-8340. Payment by overnight mail may be sent to
    Mellon Bank/LB 358340, 500 Ross Street, Room 1540670, Pittsburgh,
    Pennsylvania 15251. Payment by wire transfer may be made to ABA
    Number 043000261, receiving bank Mellon Bank, and account number
    911-6106.

74. The response, if any, must be mailed to Office of the Secretary,
    Federal Communications Commission, 445 12^th^ Street, S.W.,
    Washington, D.C. 20554, ATTN: Peter H. Doyle, Chief, Audio Division,
    Media Bureau, and MUST INCLUDE the NAL/Acct. No. referenced above.

75. The Commission will not consider reducing or canceling a forfeiture
    in response to a claim of inability to pay unless the respondent
    submits: (1) federal tax returns for the most recent three-year
    period; (2) financial statements prepared according to generally
    accepted accounting practices ("GAAP"); or (3) some other reliable
    and objective documentation that accurately reflects the
    respondent's current financial status. Any claim of inability to pay
    must specifically identify the basis for the claim by reference to
    the financial documentation submitted.

76. Requests for full payment of the forfeiture proposed in this
    *Memorandum Opinion and Order and Notice of Apparent Liability*
    under the installment plan should be sent to: Associate Managing
    Director-Financial Operations, 445 12th Street, S.W., Room 1-A625,
    Washington, D.C. 20554.[^159]

77. IT IS FURTHER ORDERED THAT copies of this *Memorandum Opinion and
    Order and Notice of Apparent Liability* shall be sent, by First
    Class and Certified Mail, to Red Wolf Broadcasting Corporation, 758
    Colonel Ledyard Highway, P.O. Box 357, Ledyard, Connecticut 06339,
    and its counsel, Arthur V. Belendiuk, Esq., Smithwick & Belendiuk,
    5028 Wisconsin Avenue, N.W. #301, Washington, DC 20016, to William
    Huston, 9 Catherine Street, Binghamton, New York 13905, to Karen
    Glauber, 117 Rock Road, Vestal, New York 13850, to Kevin Bunger,
    P.O. Box 429, Port Crane, New York 13833, to Citadel Broadcasting
    Corporation, 7201 West Lake Mead Boulevard, Las Vegas, Nevada 89128,
    and its counsel, John D. Poutasse, Esq., Leventhal Senter & Lerman
    PLLC, Suite 600, 2000 K Street, N.W., Washington, DC 20006-1809, to
    The Walt Disney Company, 500 South Buena Vista Street, Burbank,
    California 91521, and its counsel, Tom W. Davidson, Esq., Akin Gump
    Strauss Hauer & Feld, LLP, 1333 New Hampshire Avenue, N.W.,
    Washington, DC 20036, and to The Last Bastion Station Trust, LLC,
    c/o Media Venture Partners, LLC, 50 San Francisco Street, Suite 450,
    San Francisco, California 94133, and its counsel, Andrew S.
    Kersting, Esq., Dickstein Shapiro Morin & Oshinsky LLP, 2101 L
    Street, N.W., Washington, DC 20037-1526.

#  FEDERAL COMUNICATIONS COMMISSION {#federal-comunications-commission .unnumbered}

Marlene H. Dortch

Secretary

**APPENDIX**

**Citadel and Disney Stations Subject to Transfers and Assignments**

**I. STATIONS SUBJECT TO TRANSFERS**

**A. CITADEL BROADCASTING COMPANY**

[Call Sign]{.underline} [Location]{.underline} [Facility ID
No.]{.underline} [FCC File No.]{.underline}

WAPI(AM) Birmingham, AL 16900 20060228ACC

WSPZ(AM) Birmingham, AL 16897 20060228ACD

WTSK(AM) Tuscaloosa, AL 54795 20060228ACM

WJRD(AM) Tuscaloosa, AL 24384 20060228ACN

KAAY(AM) Little Rock, AR 33253 20060228ACQ

KARN(AM) Little Rock, AR 60703 20060228ACR

KPZK(AM) Little Rock, AR 24150 20060228ACS

KCUB(AM) Tucson, AZ 56051 20060228ACZ

KTUC(AM) Tucson, AZ 35684 20060228ADC

KESP(AM) Modesto, CA 11233 20060228ADG

KKML(AM) Colorado Springs, CO 62039 20060228ADM

KVOR(AM) Colorado Springs, CO 35869 20060228ADP

WSUB(AM) Groton, CT 10454 20060228ADS

KBGG(AM) Des Moines, IA 87105 20060228ADU

KBOI(AM) Boise, ID 51211 20060228ADZ

KTIK(AM) Nampa, ID 16854 20060228AED

WMDH(AM) New Castle, IN 43435 20060228AEG

WIBR(AM) Baton Rouge, LA 61275 20060228AEI

WXOK(AM) Baton Rouge, LA 11606 20060228AEJ

KNEK(AM) Washington, LA 15801 20060228AEQ

WBSM(AM) New Bedford, MA 10452 20060228AEY

WMAS(AM) Springfield, MA 36545 20060228AFA

WJZN(AM) Augusta, ME 52604 20060228AFD

WTVL(AM) Waterville, ME 52607 20060228AFP

WTRX (AM) Flint, MI 15768 20060228AFV

WBBL(AM) Grand Rapids, MI 41679 20060228AFW

WJIM(AM) Lansing, MI 17382 20060228AGC

WVFN(AM) East Lansing, MI 24638 20060228AGE

WODJ(AM) Whitehall, MI 53962 20060228AGJ

KKOB(AM) Albuquerque, NM 11251 20060228AGV

KNML(AM) Albuquerque, NM 68608 20060228AGY

KTBL(AM) Los Ranchos, NM 48604 20060228AHB

KKOH(AM) Reno, NV 11236 20060228AHD

WNBF(AM) Binghamton, NY 72372 20060228AHI

WYOS(AM) Binghamton, NY 7921 20060228AHJ

WBBF(AM) Buffalo, NY 53967 20060228AHN

WKRT(AM) Cortland, NY 9428 20060228AHQ

WHLD(AM) Niagara Falls, NY 7822 20060228AHU

WNSS(AM) Syracuse, NY 50515 20060228AHW

WWLS(AM) Moore, OK 22190 20060228AIB

WKY(AM) Oklahoma City, OK 23418 20060228AIE

WRIE(AM) Erie, PA 32982 20060228AIL

WIOV(AM) Reading, PA 55307 20060228AIS

WARM(AM) Scranton, PA 70504 20060228AIU

WPRO(AM) Providence, RI 64843 20060228AIX

WSKO(AM) Providence, RI 64840 20060228AIZ

WTMA(AM) Charleston, SC 72376 20060228AJF

WXTC(AM) Charleston, SC 60038 20060228AJG

WISW(AM) Columbia, SC 54793 20060228AJH

WGOC(AM) Blountville, TN 29513 20060228AJO

WGOW(AM) Chattanooga, TN 54526 20060228AJP

WJCW(AM) Johnson City, TN 67672 20060228AJU

WGOC(AM) Kingsport, TN 67671 20060228AJW

WNML(AM) Knoxville, TN 16894 20060228AJZ

KJQS(AM) Murray, UT 58303 20060228AKJ

KKAT(AM) Salt Lake City, UT 11232 20060228AKO

KFNZ(AM) Salt Lake City, UT 53500 20060228AKQ

KEYF(AM) Dishman, WA 53148 20060228AKT

KGA(AM) Spokane, WA 11234 20060228AKW

KJRB(AM) Spokane, WA 11235 20060228AKX

KKAT-FM1 Bountiful, UT 69554 20060228AKH

WUHT(FM) Birmingham, AL 6401 20060228ACE

WYSF(FM) Birmingham, AL 16901 20060228ACF

WZRR(FM) Birmingham, AL 16899 20060228ACG

WFFN(FM) Coaling, AL 54797 20060228ACH

WDGM(FM) Greensboro, AL 86803 20060228ACI

WJOX(FM) Northport, AL 70914 20060228ACJ

WBEI(FM) Reform, AL 67577 20060228ACK

WTUG-FM Tuscaloosa, AL 54796 20060228ACL

KPZK-FM Cabot, AR 25860 20060228ACO

KVLO(FM) Humnoke, AR 28114 20060228ACP

KURB(FM) Little Rock, AR 19559 20060228ACT

KIPR(FM) Pine Bluff, AR 13925 20060228ACU

KARN-FM Sheridan, AR 24151 20060228ACV

KOKY(FM) Sherwood, AR 15161 20060228ACW

KLAL(FM) Wrightsville, AR 47880 20060228ACX

KSZR(FM) Oro Valley, AZ 39734 20060228ACY

KHYT(FM) Tucson, AZ 56053 20060228ADA

KIIM-FM Tucson, AZ 56052 20060228ADB

KWIN(FM) Lodi, CA 60425 20060228ADD

KDJK(FM) Mariposa, CA 11241 20060228ADE

KATM(FM) Modesto, CA 11239 20060228ADF

KHKK(FM) Modesto, CA 11240 20060228ADH

KHOP(FM) Oakdale, CA 52528 20060228ADI

KWYL(FM) South Lake Tahoe, CA 67816 20060228ADJ

KJOY(FM) Stockton, CA 32215 20060228ADK

KWNN(FM) Turlock, CA 60427 20060228ADL

KKFM(FM) Colorado Springs, CO 11237 20060228ADN

KKPK(FM) Colorado Springs, CO 62038 20060228ADO

KKMG(FM) Pueblo, CO 11229 20060228ADQ

WQGN-FM Groton, CT 10455 20060228ADR

WXLM(FM) Stonington, CT 60251 20060228ADT

KGGO(FM) Des Moines, IA 12965 20060228ADV

KHKI(FM) Des Moines, IA 12966 20060228ADW

KJJY(FM) West Des Moines, IA 22882 20060228ADX

KWQW(FM) Boone, IA 30116 20060228ADY

KIZN(FM) Boise, ID 70626 20060228AEA

KQFC(FM) Boise, ID 51217 20060228AEB

KKGL(FM) Nampa, ID 51212 20060228AEC

KZMG(FM) New Plymouth, ID 39609 20060228AEE

WWKI(FM) Kokomo, IN 60133 20060228AEF

WMDH-FM New Castle, IN 74092 20060228AEH

WCDV(FM) Hammond, LA 61271 20060228AEK

WEMX(FM) Kentwood, LA 58931 20060228AEL

KRRQ(FM) Lafayette, LA 36227 20060228AEM

KSMB(FM) Lafayette, LA 41057 20060228AEN

KRDJ(FM) New Iberia, LA 8167 20060228AEO

KQXL-FM New Roads, LA 11607 20060228AEP

KNEK-FM Washington, LA 16370 20060228AER

KKND(FM) Port Sulphur, LA 58395 20060228AES

KMEZ(FM) Belle Chasse, LA 12157 20060228AET

KXKC(FM) New Iberia, LA 6350 20060228AEU

WDVW(FM) Laplace, LA 117 20060228AEV

WFHN(FM) Fairhaven, MA 10453 20060228AEW

WXLO(FM) Fitchburg, MA 43557 20060228AEX

WWFX(FM) Southbridge, MA 18310 20060228AEZ

WMAS-FM Springfield, MA 36543 20060228AFB

WORC-FM Webster, MA 50231 20060228AFC

WMME-FM Augusta, ME 52605 20060228AFE

WCYY(FM) Biddeford, ME 22880 20060228AFF

WCLZ(FM) Brunswick, ME 56569 20060228AFG

WSHK(FM) Kittery, ME 4380 20060228AFH

WCYI(FM) Lewiston, ME 26389 20060228AFI

WBLM(FM) Portland, ME 22878 20060228AFJ

WJBQ(FM) Portland, ME 3134 20060228AFK

WBPW(FM) Presque Isle, ME 22184 20060228AFL

WOZI(FM) Presque Isle, ME 41007 20060228AFM

WQHR(FM) Presque Isle, ME 9422 20060228AFN

WEBB(FM) Waterville, ME 52608 20060228AFO

WHNN(FM) Bay City, MI 37458 20060228AFQ

WIOG(FM) Bay City, MI 22675 20060228AFR

WFMK(FM) East Lansing, MI 37460 20060228AFS

WMMQ(FM) East Lansing, MI 24641 20060228AFT

WFBE(FM) Flint, MI 21730 20060228AFU

WLAV-FM Grand Rapids, MI 41680 20060228AFX

WKLQ(FM) Greenville, MI 24639 20060228AFY

WHTS(FM) Coopersville, MI 71090 20060228AFZ

WTNR(FM) Holland, MI 41678 20060228AGA

WITL-FM Lansing, MI 46706 20060228AGB

WJIM-FM Lansing, MI 17386 20060228AGD

WKQZ(FM) Midland, MI 72924 20060228AGF

WLAW(FM) Newaygo, MI 89477 20060228AGG

WVIB(FM) Holton, MI 73994 20060228AGH

WLCS(FM) North Muskegon, MI 5396 20060228AGI

WYLZ(FM) Pinconning, MI 52616 20060228AGK

WILZ(FM) Saginaw, MI 58578 20060228AGL

WRBO(FM) Como, MS 7075 20060228AGM

WMTI(FM) Picayune, MS 27951 20060228AGN

WPKQ(FM) North Conway, NH 48401 20060228AGP

WOKQ(FM) Dover, NH 22887 20060228AGQ

WSAK(FM) Hampton, NH 12155 20060228AGR

WHOM(FM) Mount Washington, NH 49687 20060228AGT

KBZU(FM) Albuquerque, NM 48596 20060228AGU

KKOB-FM Albuquerque, NM 11250 20060228AGW

KMGA(FM) Albuquerque, NM 11231 20060228AGX

KRST(FM) Albuquerque, NM 12584 20060228AGZ

KDRF(FM) Albuquerque, NM 55052 20060228AHA

KBUL-FM Carson City, NV 11245 20060228AHC

KNEV(FM) Reno, NV 11244 20060228AHE

WAAL(FM) Binghamton, NY 7920 20060228AHG

WHWK(FM) Binghamton, NY 72373 20060228AHH

WEDG(FM) Buffalo, NY 56103 20060228AHK

WGRF(FM) Buffalo, NY 56102 20060228AHL

WHTT-FM Buffalo, NY 53968 20060228AHM

WWYL(FM) Chenango Bridge, NY 7663 20060228AHO

WIII(FM) Cortland, NY 9427 20060228AHP

WAQX-FM Manlius, NY 52606 20060228AHS

WMOS(FM) Montauk, NY 7996 20060228AHT

WLTI(FM) Syracuse, NY 58719 20060228AHV

WNTQ(FM) Syracuse, NY 50514 20060228AHX

KKWD(FM) Bethany, OK 6509 20060228AHY

WWLS-FM Edmond, OK 37435 20060228AHZ

KINB(FM) Kingfisher, OK 88376 20060228AIA

KATT-FM Oklahoma City, OK 8797 20060228AIC

KYIS(FM) Oklahoma City, OK 8798 20060228AID

WLEV(FM) Allentown, PA 39875 20060228AIF

WCAT-FM Carlisle, PA 74557 20060228AIG

WSJR(FM) Dallas, PA 43969 20060228AIH

WCTO(FM) Easton, PA 36997 20060228AII

WXTA(FM) Edinboro, PA 72892 20060228AIJ

WIOV-FM Ephrata, PA 55308 20060228AIK

WQHZ(FM) Erie, PA 65748 20060228AIM

WXKC(FM) Erie, PA 32984 20060228AIN

WBSX (FM) Hazleton, PA 133 20060228AIO

WMHX(FM) Hershey, PA 64842 20060228AIP

WBHT(FM) Mountain Top, PA 20465 20060228AIQ

WBHD(FM) Olyphant, PA 43521 20060228AIR

WMGS(FM) Wilkes-Barre, PA 70880 20060228AIV

WQXA-FM York, PA 52169 20060228AIW

WPRO-FM Providence, RI 64841 20060228AIY

WWLI(FM) Providence, RI 64838 20060228AJA

WSKO-FM Wakefield-Peacedale, RI 4376 20060228AJB

WWKX(FM) Woonsocket, RI 65198 20060228AJC

WSSX-FM Charleston, SC 72378 20060228AJD

WSUY(FM) Charleston, SC 60039 20060228AJE

WOMG(FM) Columbia, SC 54794 20060228AJI

WLXC(FM) Lexington, SC 37200 20060228AJJ

WTCB(FM) Orangeburg, SC 54791 20060228AJK

WMGL(FM) Ravenel, SC 61592 20060228AJL

WNKT(FM) St. George, SC 38900 20060228AJM

WWWZ(FM) Summerville, SC 61278 20060228AJN

WSKZ(FM) Chattanooga, TN 54525 20060228AJQ

WOGT(FM) East Ridge, TN 54527 20060228AJR

WGFX(FM) Gallatin, TN 16893 20060228AJS

WNRX(FM) Jefferson City, TN 18403 20060228AJT

WQUT(FM) Johnson City, TN 67673 20060228AJV

WKOS(FM) Kingsport, TN 67674 20060228AJX

WIVK-FM Knoxville, TN 16890 20060228AJY

WNML-FM Loudon, TN 7998 20060228AKA

WGKX(FM) Memphis, TN 35009 20060228AKB

WXMX(FM) Millington, TN 35399 20060228AKC

WKIM(FM) Munford, TN 33671 20060228AKD

WKDF(FM) Nashville, TN 16896 20060228AKE

WOKI(FM) Oliver Springs, TN 10457 20060228AKF

WGOW-FM Soddy-Daisy, TN 53956 20060228AKG

KBER(FM) Ogden, UT 10779 20060228AKK

KENZ(FM) Ogden, UT 2444 20060228AKL

KKAT-FM Orem, UT 69553 20060228AKM

KBEE(FM) Salt Lake City, UT 53497 20060228AKP

KUBL-FM Salt Lake City, UT 11238 20060228AKR

KEYF-FM Cheney, WA 53147 20060228AKS

KZBD(FM) Spokane, WA 11243 20060228AKU

KDRK-FM Spokane, WA 11242 20060228AKV

KBBD(FM) Spokane, WA 36488 20060228AKY

W285DG Boone, NC 67675 20060228AGO

W250AB Manchester, NH 22889 20060228AGS

K272DA Stateline, ETC., NV 67817 20060228AHF

W262AD Ithaca, NY 9429 20060228AHR

W253AC Reading, PA 39873 20060228AIT

K284AJ Heber City, UT 53498 20060228AKI

K237AL Park City, ETC., UT 53499 20060228AKN

WEFG-FM Whitehall, MI 53960 2006031ADW

KATC-FM Colorado Springs, CO 66249 20060606AAF

**B. ABC-OWNED STATIONS**

[Licensee]{.underline} [Call Sign]{.underline} [Location]{.underline}
[Facility ID No.]{.underline} [FCC File No.]{.underline}

Radio License Holding I, LLC WJR(AM) Detroit, MI 8626 20060228ABG

Radio License Holding I, LLC WDVD(FM) Detroit, MI 8631 20060228ABH

Radio License Holding I, LLC WDRQ(FM) Detroit, MI 70040 20060228ABI

Radio License Holding II, LLC WYAY(FM) Gainesville, GA 48727 20060228ABK

Radio License Holding II, LLC WKHX-FM Marietta, GA 73161 20060228ABL

Radio License Holding III, LLC KQRS-FM Golden Valley, MN 35505
20060228ABM

Radio License Holding III, LLC KXXR(FM) Minneapolis, MN 35506
20060228ABN

Radio License Holding III, LLC WGVX(FM) Lakeville, MN 61379 20060228ABO

Radio License Holding III, LLC WGVY(FM) Cambridge, MN 54838 20060228ABP

Radio License Holding III, LLC WGVZ(FM) Eden Prairie, MN 61541
20060228ABQ

Radio License Holding IV, LLC WBAP(AM) Fort Worth, TX 71200 20060228ABR

Radio License Holding IV, LLC KSCS(FM) Fort Worth, TX 71201 20060228ABS

Radio License Holding IV, LLC KTYS(FM) Flower Mound, TX 26468
20060228ABT

Radio License Holding V, LLC WZZN(FM) Chicago, IL 73228 20060228ABU

Radio License Holding VI, LLC KABC(AM) Los Angeles, CA 33254 20060228ABV

Radio License Holding VII, LLC WMAL(AM) Washington, DC 73250 20060228ABX

Radio License Holding VII, LLC WRQX(FM) Washington, DC 73252 20060228ABY

Radio License Holding VII, LLC WJZW(FM) Woodbridge, VA 70037 20060228ABZ

Radio License Holding VIII, LLC KGO(AM) San Francisco, CA 34471
20060228ACA

Radio License Holding VIII, LLC KSFO(AM) San Francisco, CA 34472
20060228ACB

Radio License Holding IX, LLC WPLJ(FM) New York, NY 73887 20060228ALC

Radio License Holding X, LLC WABC(AM) New York, NY 70658 20060228AKZ

Radio License Holding XI, LLC WLS(AM) Chicago, IL 73227 20060228ALA

Radio License Holding XII, LLC KLOS(FM) Los Angeles, CA 35078
20060228ALB

**II. CITADEL BROADCASTING COMPANY STATIONS TO BE ASSIGNED TO THE LAST
BASTION STATION TRUST, LLC**:

[Call Sign]{.underline} [Location]{.underline} [Facility ID
No.]{.underline} [FCC File No.]{.underline}

KBZU(FM) Albuquerque, NM 48596 20060228ALE

WCLZ(FM) Brunswick, ME 56569 20060228ALF

WCYI(FM) Lewiston, ME 26389 20060228ALG

WYLZ(FM) Pinconning, MI 52616 20060228ALH

KNEK-FM Washington, LA 16370 20060228ALI

WMGL(FM) Ravenel, SC 61592 20060228ALJ

KVLO(FM) Humnoke, AR 28114 20060228ALK

KPZK-FM Cabot, AR 25860 20060228ALL

KARN-FM Sheridan, AR 24151 20060228ALM

KKWD(FM) Bethany, OK 6509 20060228ALN

KINB(FM) Kingfisher, OK 88376 20060228ALO

**STATEMENT OF**

**COMMISSIONER MICHAEL J. COPPS**

 

Re:       *Applications of Citadel Broadcasting Company for Consent to
Renewal and for Assignment of Licenses; and of Shareholders of Citadel
Broadcasting Corporation and of the Walt Disney Co. for Consent to
Transfers of Control,* Memorandum Opinion and Order and Notice of
Apparent Liability.

 

            Today's item permits the transfer of 24 stations in large
markets from ABC Radio to Citadel, while also requiring divestiture of
11 "grandfathered" stations owned by Citadel in excess of the
Commission's limits on radio station ownership in a local market.  While
I am always troubled by the effects on our media environment of allowing
a large media conglomerate to acquire even more stations, I believe this
transaction is narrowly---quite narrowly---in the public interest
because ABC's and Citadel's holdings do not overlap in any local market
and, most important, because Citadel must divest the 11 stations that it
owns in excess of our local ownership limits. 

 

An important element in my approval of this item is that Citadel does
not retain ownership of the 11 stations while it searches for a buyer,
but rather must transfer ownership immediately to a trust with a legal
duty to sell them.  Additionally, we strongly encourage the trust to
seek bids from "eligible entities," as that term is defined by the Small
Business Administration, including businesses often owned by women and
minorities. If the trust does not complete the sales within six months,
today's item also imposes substantial monthly reporting
requirements---the Commission will review these documents carefully to
make sure that the trustee is living up to its obligation to sell the
stations in a timely fashion.  I will be watching the trust's efforts
closely to ensure the results envisioned in this item.

**STATEMENT OF**

**COMMISSIONER JONATHAN S. ADELSTEIN**

Re:       *Applications of Citadel Broadcasting Company for Consent to
Renewal and for Assignment of Licenses; and of Shareholders of Citadel
Broadcasting Corporation and of the Walt Disney Co. for Consent to
Transfers of Control,* Memorandum Opinion and Order and Notice of
Apparent Liability.

I support this Order to approve the transaction between Citadel
Broadcasting Corporation ("Citadel") and ABC Radio because, in certain
important respects, it addresses broadcast media issues about which I
have been very concerned.

Citadel has reached an agreement in principle with the Commission to
settle our ongoing investigation into alleged pay-for-play practices.
The allegations against Citadel stemmed from documents and materials
that the New York Attorney General's Office and Red Wolf Broadcasting
Corporation supplied to the Commission. I endorse the approach taken in
the draft Consent Decree because, while Citadel does not admit to any
violation of FCC rules, Citadel has shown leadership in reaching an
amicable resolution of these serious allegations. In the course of our
discussions, Citadel has agreed to a significant fine, and to implement
meaningful business reforms that will track all transactions with major
and independent radio labels, make those exchanges more transparent to
the public, and train programming employees to conduct business in a
manner more consistent with federal sponsorship identification laws,
thereby helping set new ethical standards for the entire radio industry.
In addition, Citadel has made commitments above and beyond the draft
Consent Decree to add significant airtime for local and independent
artists, and to adhere to rules of engagement designed to improve the
ability of emerging artist to get heard on the airwaves.

Another reason I support this Order is because of Citadel's commitment
to comply with our media ownership rules and to make special efforts to
increase diversity of ownership. One of the positive results of this
merger is that Citadel is losing its grandfathering rights with respect
to eleven stations in seven markets in which its attributable radio
interests exceed our local radio ownership limits. I am pleased that
Citadel decided to resolve this issue by creating a non-attributable
trust for the purpose of divesting the merged entity of these
non-compliant stations.

Equally important, Citadel is committed to taking positive steps to seek
qualified women and minority purchasers. While the Commission has yet to
recognize "socially and economically disadvantaged businesses" as
regulatory classification, I am encouraged that members of the
broadcasting community, such as Citadel, are aware of the lack of women
and minority ownership of broadcast properties and are taking active
steps to address the problem.

I would like to thank my colleagues, particularly Commissioner McDowell,
for working to develop language that addresses some of our mutual
concerns about diversity of ownership. I firmly believe that the
Commission needs to do much more than just "encourage" greater women and
minority ownership of broadcast properties. We need to develop
regulatory measures to facilitate ownership and access to capital. The
time is long overdue for this Commission to address the plight of the
majority of the U.S. population in a non-partisan, straightforward and
honest manner. I look forward to working with my colleagues to continue
making progress on diversity, as we have attempted to do in this
transaction.

**STATEMENT OF**

**COMMISSIONER ROBERT M. MCDOWELL**

*Re: Applications of Citadel Broadcasting Company for Consent to Renewal
and for Assignment of Licenses; and of Shareholders of Citadel
Broadcasting Corporation and of the Walt Disney Co. for Consent to
Transfers of Control,* Memorandum Opinion and Order and Notice of
Apparent Liability

In this Order, we approve the sale of 24 ABC radio stations, all of
which are located in top-20 radio markets, to Citadel, which until now
has owned stations in markets below the top-30 Arbitron markets. As we
have seen with other recent transactions, this transaction results in a
"big media" company selling off broadcast properties. Because there is
virtually no overlap between the radio markets in which the ABC and
Citadel stations operate, this transfer complies with our local radio
ownership rule. Competition will be improved further because as a result
of the transfer, Citadel must divest its grandfathered interests in 11
stations in seven markets, where such ownership was permitted under our
previous ownership rule but not under our current rule. The relevant
markets are Albuquerque, New Mexico; Little Rock, Arkansas; Charleston,
South Carolina; Portland, Maine; Saginaw-Bay City, Michigan; and
Lafayette, Louisiana. This is a terrific buying opportunity that I hope
new entrants and small businesses, including those owned by women and
minorities, will be able to take advantage of to increase the diversity
of broadcast owners in our country.

I thank the Media Bureau for its hard work and I support the Order.

[^1]: By filings dated December 15, 2006, the Merger Applications were
    amended to reflect the execution by the parties to the proposed
    transaction of a November 19, 2006, amendment to the Agreement and
    Plan of Merger.

[^2]: A list of the stations that are the subject of the proposed
    assignments and transfers and, for each, its community of license,
    facility ID number and assignment or transfer application file
    number, and, with regard to the Disney-controlled stations, the
    licensee, is attached as an Appendix hereto. This list includes
    certain stations acquired by Citadel Broadcasting in transactions
    that closed after the initial filing of the Merger Applications.
    *See* FCC File Nos. BALH-20060119ADK and BALH-20060512ACD.

[^3]: The parties have represented to the Commission that post-closing
    interests in partnerships controlled by Mr. Forstmann will provide
    him *de facto* control over the stations. *See* Exhibit 5 to the
    Merger Applications, as amended, at 2.

[^4]: 47 U.S.C. § 309(c)(2)(B); 47 C.F.R. § 73.3540.

[^5]: 47 C.F.R. § 73.3555(a)(1). *See 2002 Biennial Regulatory Review --
    Review of the Commission's Broadcast Ownership Rules and Other
    Rules*, 18 FCC Rcd 13620, 13724-37 (2003) ("*Ownership Order*"),
    *aff'd in part and remanded in part*, *Prometheus Radio Project, et
    al. v. FCC*, 373 F.3d 372 (3d Cir. 2004) ("*Prometheus Remand
    Order*"), *cert. denied,* 125 S. Ct. 2902, 2903, 2904 (2005). *See
    also Prometheus Radio Project, et al. v. FCC*, No. 03-3388 (3d Cir.
    Sept. 3, 2003) (granting motion for stay of effective date of new
    rules), *stay modified on reh'g*, No. 03-3388 (3d Cir. Sept. 3,
    2004).

[^6]: *See Jefferson Radio Co. v. FCC*, 350 F.2d 781 (D.C. Cir. 1964).

[^7]: 47 C.F.R. § 73.3526.

[^8]: 47 U.S.C. § 309(k).

[^9]: 47 U.S.C. § 309(k)(1). The renewal standard was amended to read as
    described by Section 204(a) of the Telecommunications Act of 1996,
    Pub. L. No. 104-104, 110 Stat. 56 (1996). S*ee Implementation of
    Sections 204(a) and 204(c) of the Telecommunications Act of 1996
    (Broadcast License Renewal Procedures)*, Order, 11 FCC Rcd 6363
    (1996).

[^10]: 47 U.S.C. §§ 309(k)(2), 309(k)(3).

[^11]: *See* Petition to Deny filed by Red Wolf on March 1, 2006,
    against File Nos. BRH-20051128AMI. BRH-20051128ALJ, BR-20051128ALT,
    BR-20051128BVR, BRH-20051128BVH, BR-2005112BSC, BRH-20051128BAD,
    BRH-20051128AYK and BRH-20051128BBH (the "March 1 Petition").
    Citadel filed an Opposition to the March 1 Petition on March 31,
    2006 (the "Opposition"). Red Wolf filed a Reply to the Opposition on
    April 20, 2006 (the "Reply").

[^12]: March 1 Petition at 2. Red Wolf cites *FCC v. Sanders Brothers
    Radio Station,* 309 U.S. 470 (1940), and *Waterman Broadcasting of
    Florida*, Letter, 17 FCC Rcd 15742 n.2 (MB 2002). WWRX(FM) is
    licensed to Fuller Broadcasting International, LLC, an entity
    wholly-owned by Red Wolf's sole shareholder, John J. Fuller.

[^13]: Opposition at 4-5.

[^14]: Reply, Exhibit 1, Declaration of John J. Fuller dated April 19,
    2006, at 1.

[^15]: *Id.* at 1-2.

[^16]: *Chet-5 Broadcasting, L.P*., Memorandum Opinion and Order, 14 FCC
    Rcd 13041, 13042 ¶¶ 3-4 (1999).

[^17]: *Sagittarius Broadcasting Corp*., Memorandum Opinion and Order,
    18 FCC Rcd 22551, 22554 ¶ 5 (2003) (citing *Chet-5*).

[^18]: *Id.*

[^19]: March 1 Petition at 11.

[^20]: *See* File No. BNPFT-20030827AMA.

[^21]: March 1 Petition at 3.

[^22]: *Id.* at 3-6.

[^23]: Each of the letters contains the following language: "This will
    confirm that I \[name\] reside at \[address\] and that I regularly
    listen, at my residence, to FM station WSKO-FM, 99.7 MHz, licensed
    to Wakefield-Peacedale, Rhode Island. I understand that this letter
    will be submitted to the Federal Communications Commission as proof
    of my listenership to this station in \[city of residence\]." March
    1 Petition, Exhibit 3. The purpose of such a letter is to
    demonstrate that a station has listeners who reside at a location
    that would be adversely affected by the alleged interference from a
    proposed FM translator station.

[^24]: March 1 Petition at 3-4.

[^25]: *Id.* at 6-10, January 5, 2005, Deposition of Ronald Adams.

[^26]: *Id.* at 10, Exhibit 4, Letter from Peter Smith dated June 1,
    2004, Declaration of Peter Smith dated January 25, 2004. Although
    Red Wolf requested rescission letters from Maureen Charles and Ed
    Green, they refused to sign such letters. Opposition at 7.

[^27]: Opposition at 8.

[^28]: See March 1 Petition, Exhibit 7, Draft Declaration of Peter
    Smith.

[^29]: Opposition at 16.

[^30]: March 1 Petition at 7-9.

[^31]: Red Wolf bases its claims in large part on the transcript of its
    January 5, 2005, "deposition" of Ronald Adams conducted at the
    Marriott Hotel in Mystic, Connecticut, by Red Wolf's communications
    counsel. S*ee* March 1 Petition, Exhibit 9. This "deposition,"
    although taken under oath before a notary public and a licensed
    shorthand court reporter, was not conducted in connection with any
    ongoing litigation. Moreover, Mr. Adams was not represented by
    counsel during his examination by Red Wolf's counsel, nor was
    Citadel Broadcasting provided advance notice of or present at the
    "deposition" of its employee. We will not give any credit to
    statements made by Mr. Adams in his "deposition" because it was not
    conducted with the appropriate procedural safeguards accorded to
    parties by our hearing rules (*see* 47 C.F.R. § 1.315) and Red Wolf
    makes no showing that it was conducted pursuant to applicable rules
    of evidence and procedure in state or federal litigation. The
    evidentiary and procedural safeguards for depositions contained in
    our hearing rules or, alternatively, in pertinent state or federal
    rules, are essential to the reliability of the information adduced
    at such proceedings.

    Red Wolf also submits a copy of a May 22, 2005, Memorandum
    purportedly containing Mr. Adams' responses to specific inquiries
    from Citadel Broadcasting's counsel, concerning the January 5, 2005,
    deposition. *See* March 1 Petition, Exhibit 10. Citadel
    Broadcasting's counsel make clear that they "are not submitting
    these questions as formal interrogatories with instructions and
    definitions." *Id*. at 2. The uncorroborated statements made by Mr.
    Adams in this document also will be denied any evidentiary weight.
    *See* para. 17, *infra*.

[^32]: March 1 Petition at 3-4.

[^33]: *Id.* at 19.

[^34]: *Id.*

[^35]: Opposition at 15.

[^36]: *Id.* Mr. Adams no longer works for Citadel Broadcasting*.*
    Opposition at 10, Attachment 5.

[^37]: *Id.*

[^38]: Opposition at 15-16.

[^39]: *Fox River Broadcasting, Inc*., Order, 93 FCC 2d 127, 129 ¶ 6
    (1983).

[^40]: *See Swan Creek Communications, Inc., v. FCC*, 39 F.3d 1217 (D.C.
    Cir. 1994); *Reading Broadcasting*, 17 FCC Rcd at 14,014 ¶¶ 33-34.

[^41]: *See David Ortiz Radio Corp., v. FCC*, 941 F.2d 1253, 1260 (D.C.
    Cir. 1991)

[^42]: *See Fatima Response, Inc.*, Memorandum Opinion and Order, 14 FCC
    Rcd 18543, 18546 (1999), *recon. dismissed*, 15 FCC Rcd 10520 (2000)
    (citing *California State University, Sacramento*, Memorandum
    Opinion and Order, 13 FCC Rcd 17960 (1998); *F.B.C. Inc.*,
    Memorandum Opinion and Order, 3 FCC Rcd 4595, 4597 ¶ 16 (1988)).

[^43]: 47 U.S.C. §§ 309(d)(1), 309(k).

[^44]: *Citizen for Jazz on WRVR, Inc. v. FCC*, 775 F.2d 392, 395 (D.C.
    Cir. 1985) (citing *Columbus Broadcasting Coalition v. FCC*, 505
    F.2d 320, 330 (D.C. Cir. 1974); *Broadcast Enterprises, Inc. v.
    FCC*, 390 F.2d 483, 485 (D.C. Cir. 1968)).

[^45]: *See Mobile Communications Corp. of America v. FCC*, 77 F.3d
    1399, 1409-10 (D.C. Cir.), *cert. denied*, 519 U.S. 823 (1996).

[^46]: Red Wolf raises similar allegations against Citadel Broadcasting
    regarding the latter's objection to Galaxy Communications, L.P.'s
    application for a new FM translator station in Fulton, New York.
    *See* File No. BNPFT-20030825AIF. This matter is unrelated to the
    renewal applications at issue here. *See* para. 5, *supra*, and 47
    U.S.C. § 309(k); *see also RJM Communications, Inc.,* Letter, 21 FCC
    Rcd 2193, 2194-95 (MB 2006), *recon. denied*, 21 FCC Rcd 7980, 7982
    (MB 2006); *Synergy Media, Inc.,* Letter, 21 FCC Rcd 7974, 7975 (MB
    2006). Moreover, the staff recently issued a letter approving the
    Settlement Agreement submitted by Galaxy and Citadel Broadcasting in
    that case, and denying Red Wolf\'s \"Motion to Consolidate\" that
    proceeding with its March 1 Petition, and ultimately granted
    Galaxy\'s application. *See Letter to Mr. Ed Levine, et al. from
    Peter H. Doyle, Chief, Audio Division, Federal Communications
    Commission*, Reference 1800B3 (MB Oct. 24, 2006).

[^47]: 47 U.S.C. § 309(d)(1).

[^48]: *See, e.g., Gilbert Broadcasting Corporation*, Memorandum Opinion
    and Order, 79 FCC 2d 105, 108 n. 6 (1980).

[^49]: March 1 Petition, Ex. 10, at 3.

[^50]: *Citizens for Jazz on WRVR, Inc*., 775 F.2d at 395.

[^51]: 47 U.S.C. §§ 317, 508; 47 C.F.R. §73.1212 (collectively, the
    "Sponsorship Identification Rules").

[^52]: March 1 Petition at 31, quoting the NYAG-Sony BMG Assurance of
    Discontinuance and related documents. Red Wolf includes copies of
    these materials as Exhibit 1 to its September 8, 2005, "Complaint
    and Request for Evidentiary Hearing" against Citadel Broadcasting
    (the "September 2005 Complaint"), essentially restating the
    Complaint's allegations in its March 1 Petition. The NYAG posted
    these materials on its website when it announced the Sony BMG
    settlement, at
    http://www.oag.state.ny.us/press/2005/jul/jul25a_05.html. It posted
    similar materials there when it announced its respective assurances
    of discontinuance with Warner and with two other music companies,
    UMG Recordings, Inc (posted on May 11, 2006) and EMI Music North
    America (posted on June 16, 2006).

[^53]: *Id.* at 33-34.

[^54]: *Id.* at 35, 45.

[^55]: Opposition at 23.

[^56]: *Id.* at 23 and n.13.

[^57]: Reply at 8. Red Wolf also maintains that, because Citadel
    Broadcasting did not "deny . . .or challenge any of the New York
    Attorney General's evidence" in its Opposition, that "the FCC, as a
    matter of law, must presume that if Citadel had been forthcoming and
    produced evidence concerning its . . . activities, that evidence
    would be highly unfavorable to Citadel." *Id.* at 9-10. Section
    73.3584(b) of the Rules provides to the contrary ("The failure to
    file an opposition or a reply will not necessarily be construed as
    an admission of fact or argument contained in a pleading"). 47
    C.F.R. §73.3584(b).

[^58]: *Id.* at 2. In the April 3 Petition, Red Wolf maintains that the
    Merger Applications should be put in hearing because of its
    allegations against Citadel Broadcasting in the March 1 Petition,
    which it appends to the April 3 filing.

[^59]: In its June 14, 2006, Motion to Strike and Opposition to Red
    Wolf's May 31 Supplement, Disney argues that the Supplement is a
    late-filed, unauthorized pleading, which should accordingly not be
    considered by the Commission. In its June 26, 2006, Opposition to
    the Disney filing, Red Wolf contends that its Supplement should
    nevertheless be considered because it "brings before the FCC newly
    discovered evidence." Opposition at 2. For the reasons noted at
    para. 23 *infra*, we need not rule on the Motion to Strike and
    Opposition.

[^60]: Given our finding that the grant of the renewal applications is
    warranted under Section 309(k)(2) of the Act because the Consent
    Decree contains appropriate terms and conditions, we need not
    determine whether Citadel committed "serious violations" of our
    rules or violations that constituted "a pattern of abuse" for
    purposes of Section 309(k)(1).

    We also note that, on May 19, 2006, Red Wolf filed a "Motion to Hold
    in Abeyance" (the "May 19 Motion") with respect to the renewal
    applications that are the subject of its March 1 Petition and the
    Merger Applications. Red Wolf argued in the May 19 Motion that, if
    the Commission tentatively decided that the evidence adduced in the
    Enforcement Bureau's investigation of Citadel Broadcasting does not
    warrant designating for hearing Red Wolf's Sponsorship
    Identification Rule allegations, then Red Wolf had a right to review
    and comment on the evidence. The Consent Decree Order moots the May
    19 Motion, which we hereby dismiss.

[^61]: March 1 Petition at 36.

[^62]: *Id*. Red Wolf submits the June 7, 2004, Declaration of its
    employee, Brian Rheamue, who indicates that he first noticed that
    there was no fence around the towers when he was in the area on May
    13, 2004. Mr. Rheamue states that he went back "on two different
    \[but unspecified\] occasions," but that Citadel Broadcasting had
    not constructed a fence or placed any barrier to prevent unfettered
    access to the tower site. (Mr. Rheamue indicates that Citadel
    Broadcasting had apparently constructed a new tower at the site.)
    *Id.* at 27 and Exhibit 15, June 7, 2004, Declaration of Brian
    Rheamue, at 1. Following up on the Rheamue report, Red Wolf's Mr.
    Fuller visited the Briar Hill site on June 1, 2004. Mr. Fuller
    indicates in a Declaration that the property is not secured by a
    fence and that there was no fence around Citadel Broadcasting's new
    tower. Additionally, Mr. Fuller includes, as Attachments A-G to his
    Declaration, photocopies of pictures of the tower site he took on
    June 1, 2004, from various angles. *Id.* at Exhibit 16, Declaration
    of John J. Fuller dated June 7, 2004. On June 8, 2004, Mr. Fuller
    again visited the Briar Hill tower site. He states, in another
    Declaration, that he observed that the old tower had been taken down
    and only the new tower was standing, but that the new tower was
    still unsecured by any fence and was completely open and accessible
    to the public. (Mr. Fuller tuned in WSUB(AM) on his car radio while
    at the site, so he believed that the tower was "hot" or operational
    at the time of his visit.) *Id*. at 37 and Exhibit 17, Declaration
    of John J. Fuller dated June 11, 2004.

[^63]: Citadel Broadcasting is the owner of the WXLM(FM) tower. *See*
    Antenna Structure Registration No. 1040034.

[^64]: March 1 Petition at 38 and Exhibit 18, undated Declaration of
    John J. Fuller. This Declaration was attached to an "Emergency
    Motion for Expedited Action and Complaint" filed by Red Wolf on May
    24, 2005. This Complaint, with Mr. Fuller's Declaration, apparently
    was sent by facsimile to the Commission's Boston District Office on
    May 24, 2005.

[^65]: Opposition at 24.

[^66]: *Id.*

[^67]: *Id.* at 24-25.

[^68]: Citadel Broadcasting states that it implemented a more stringent
    logging schedule to ensure that there is consistent remote
    verification of beacon operations, ordered a beacon relay that
    monitors for the flashing level to cover if the flasher fails either
    in the "on" or "off" mode, took steps to ensure the beacon worked
    properly and set an alarm to sound if it does not, and set the
    remote monitoring system to enable it to verify that the lights
    actually come on. Opposition at 25.

[^69]: *See, e.g., Discussion Radio, Inc.*, Memorandum Opinion and
    Order, 19 FCC Rcd 7433, 7440 n. 41 (2004).

[^70]: *See* photographs appended as Attachments B, D, E, and F to Mr.
    Fuller's June 7, 2004, Declaration, Exhibit 16 to the March 1
    Petition.

[^71]: *Id.* at Exhibits 16 and 17, Attachment A to Mr. Fuller's June
    11, 2004 Declaration, Attachments C, E, F, and G of Mr. Fuller's
    June 7, 2004, Declaration. The photographs do not show the entire
    site, so the extent and effectiveness of the fencing cannot be
    evaluated.

[^72]: Case No. EB-05-BS-059.

[^73]: The Rules require antenna structure owners to monitor lights
    daily or install automatic alarm systems to ensure lights function
    properly. 47 C.F.R. § 17.47. Antenna structure owners are required
    to maintain lighting equipment and replace or repair inoperative
    lights, indicators, and control and alarm systems as soon as
    practicable. 47 C.F.R. § 17.56.

[^74]: 47 C.F.R. § 73. 3526(e)(10).

[^75]: March 1 Petition at 40-41 and Exhibit 19, undated Declaration of
    Andrew LeCara, and Exhibit 20, undated Declaration of Brian Rheamue.

[^76]: Opposition at 26-30.

[^77]: Section III, Item 3 of the license renewal application form, FCC
    Form 303-S, requests that a licensee of a commercial broadcast
    station, such as Citadel Broadcasting here, certify that the
    documentation required by Section 73.3526 of the Rules has been
    placed in the station's public inspection file at the appropriate
    times.

[^78]: WSKO(AM) Renewal Application at Exhibit 11.

[^79]: WSKO-FM Renewal Application at Exhibit 11.

[^80]: WPRO(AM) Renewal Application at Exhibit 11.

[^81]: WPRO-FM Renewal Application at Exhibit 11.

[^82]: 47 C.F.R. § 73.3526.

[^83]: *Review of the Commission's Rules regarding the Main Studio Rule
    and Local Public Inspection Files of Broadcast Television and Radio
    Stations*, Report and Order, 13 FCC Rcd 15691, 15700 ¶ 18 (1998),
    *recon. granted in part*, 14 FCC Rcd 11113 (1999); *see also* *Union
    Broadcasting, Inc*., Forfeiture Order, 19 FCC Rcd 18588, 185890 ¶ 10
    and n. 8 (EB 2004).

[^84]: *See Padre Serra Communications, Inc.*, Notice of Apparent
    Liability, 14 FCC Rcd 9709, 9714 (MMB 1999) (citing *Gaffney
    Broadcasting, Inc*., Memorandum Opinion and Order, 23 FCC 2d 912,
    913 ¶ 4 (1970), and *Eleven Ten Broadcasting Corp*., Memorandum
    Opinion and Order, 33 FCC 92 (1962)); *Surrey Front Range Limited
    Partnership*, Notice of Apparent Liability, 7 FCC Rcd 6361 (FOB
    1992).

[^85]: 47 U.S.C. § 503(b).

[^86]: 47 C.F.R. § 1.80(a).

[^87]: *See Southern California Broadcasting Co.*, Memorandum Opinion
    and Order, 6 FCC Rcd 4387, 4387-4388 ¶ 5 (1991), *recon. denied*, 7
    FCC Rcd 3454 (1992).

[^88]: *Id.,* 6 FCC Rcd at 4388.

[^89]: *The Commission's Forfeiture Policy Statement and Amendment of
    Section 1.80 of the Commission's Rules*, Report and Order, 12 FCC
    Rcd 17087, 17113 (1997), *recon. denied,* 15 FCC Rcd 303 (1999)
    ("*Forfeiture Policy Statement"*); 47 C.F.R. § 1.80(b), note 1.

[^90]: 47 U.S. 47 U.S.C. § 503(b)(2)(D); *see also Forfeiture Policy
    Statement,* 12 FCC Rcd at 17100 ¶ 27; 47 C.F.R. § 1.80(b)(4).

[^91]: Compare *Terry Keith Hammond*, Order to Show Cause, Notice of
    Apparent Liability and Hearing Designation Order, 21 FCC Rcd 10267
    (2006) (hearing designated with respect to licensee's felony
    conviction and issues concerning possible rule violations, false
    certifications and failure to respond to Commission inquiries), and
    *San Francisco Unified School District*, Hearing Designation Order
    and Notice of Apparent Liability, 19 FCC Rcd 13326 (2004) (hearing
    designated on issues relating to possible misrepresentations, lack
    of candor in licensee's statements in renewal application regarding
    station public file), with *Springfield Broadcasting Partners*,
    Notice of Apparent Liability, 14 FCC Rcd 3683 (1999), Memorandum
    Opinion and Order and Forfeiture Order, 14 FCC Rcd 19230 (1999)
    (forfeiture imposed for 304 violations of children\'s advertising
    limits, renewal application granted); *Morgan County Industries,
    Inc.,* Memorandum Opinion and Order and Notice of Apparent Liability
    for Forfeiture, DA 06-2349 (rel. Nov. 27, 2006) (forfeiture proposed
    for station operation at an unauthorized location; renewal
    application granted), *High I-Q Radio, Inc.,* Memorandum Opinion and
    Order, 19 FCC Rcd 7225 (2004) (license assignment approved in case
    involving unauthorized transfer of control, commercial operation of
    a radio station authorized as a non-commercial station, and failure
    to timely file certain contracts; the Commission noted that it is
    hesitant to designate a license renewal or assignment application
    for an evidentiary hearing in the absence of misrepresentation or
    lack of candor).

[^92]: For example, we do not find here that Citadel Broadcasting's
    station operations were "conducted in an exceedingly careless, inept
    and negligent manner and that the licensee is either incapable of
    correcting or unwilling to correct the operating deficiencies." *See
    Heart of the Black Hills Stations,* Decision, 32 FCC 2d 196, 198
    (1971). Nor do we find on the record here that "the number, nature
    and extent" of the violations indicate that "the licensee cannot be
    relied upon to operate \[the stations\] in the future in accordance
    with the requirements of its licenses and the Commission's Rules."
    *Heart of the Black Hills Stations,* 32 FCC 2d at 200. *See also
    Center for Study and Application of Black Economic Development,*
    Hearing Designation Order, 6 FCC Rcd 4622 (1991); *Calvary
    Educational Broadcasting Network, Inc.,* Hearing Designation Order,
    7 FCC Rcd 4037 (1992).

[^93]: *See* Petition to Deny filed by Binghamton Petitioners on May 3,
    2006, against File Nos. BR-20060131AJH, BRH-20060131AJP,
    BRH-20060131AJN, BR-20060131AJJ, BRH-20060131AJB (the "Binghamton
    Petition").

[^94]: Binghamton Petition at 1.

[^95]: *Id.* at 6.

[^96]: *Id.* at 2.

[^97]: *Id.* at 3.

[^98]: *Id.* at 3-4.

[^99]: *Id.* at 3-5.

[^100]: *Id*. at 5.

[^101]: *Id*. at 3.

[^102]: *Id.* at 6.

[^103]: Binghamton Opposition at 2-4.

[^104]: In this regard, in the Binghamton Opposition, Citadel
    Broadcasting notes that the Commission has never required that
    public affairs programming be locally produced, play local music, or
    give autonomy to local on-air talent. Binghamton Opposition at 4-6.
    Nevertheless, it disputes the accuracy of such allegations by
    alleging that two of its Binghamton stations "endeavor to include
    local and small label/unsigned artists in their \[music\] rotations,
    and that each of its stations "employs a full time Program director
    who focuses on the stations' programming and operations." *Id*. at
    6, n. 12.

[^105]: *Deregulation of Radio*, Report and Order, 84 FCC 2d 968, 977 ¶
    24 (1981), *on recon.*, 87 FCC 2d 797 (1981), *remanded on other
    grounds sub nom. Office of Communication of the United Church of
    Christ v. FCC,* 707 F.2d 1413 (D.C. Cir. 1983).

[^106]: Binghamton Opposition at 7.

[^107]: *Id.* at 7.

[^108]: *Id.* at 8.

[^109]: *See* 47 C.F.R. § 73.1020.

[^110]: *See* 47 C.F.R. § 73.3516(e).

[^111]: *See* 47 C.F.R. § 1.7 ("pleadings and other documents are
    considered to be filed with the Commission upon their receipt at the
    location designated by the Commission").

[^112]: 47 C.F.R. § 73.3587.

[^113]: *Deregulation of Radio*, 84 FCC 2d at 977 ¶ 24.

[^114]: *See* 47 U.S.C. § 326.

[^115]: *See WGBH Educational Foundation,* Memorandum Opinion and
    Order*,* 69 FCC 2d 1250, 1251 ¶ 4 (1978) (Commission will not deny
    renewal application based on the opinion of a viewer, or group of
    viewers, as to what constitutes "good" programming).

[^116]: *See, e.g., Columbia Broadcasting System, Inc.*, Memorandum
    Opinion and Order, 51 FCC 2d 273 (1975) (Commission will not place
    burden on licensee to rebut petitioner's conclusory allegations
    concerning news coverage).

[^117]: *See id.*

[^118]: 47 C.F.R. § 73.3555.

[^119]: Application at Exhibit 11 (File No. BRH-20030801BMZ).

[^120]: *See* para. 33 *supra*.

[^121]: *See* para. 35 *supra.*

[^122]: *See* note 92 *supra*.

[^123]: *See* File No. BRH-20030801AXL.

[^124]: *See* para. 35 *supra.*

[^125]: *See* note 92 *supra*.

[^126]: Section 310(d) requires that the Commission consider the
    applications as if the proposed transferee were applying for the
    licenses directly. 47 U.S.C. § 310(d). *See SBC Communications Inc.
    and AT&T Corp. Applications for Approval of Transfer of Control,* 20
    FCC Rcd 18290, 18300 ¶ 16 (2005) ("*SBC-AT&T Order*"); V*erizon
    Communications, Inc. and MCI, Inc. Applications for Approval of
    Transfer of Control,* 20 FCC Rcd 18433, 18442-43 ¶ 16 (2005)
    ("*Verizon-MCI Order*"); *Applications of Nextel Communications,
    Inc. and Sprint Corporation,* 20 FCC Rcd 13967, 13976 ¶ 20 (2005)
    ("*Sprint-Nextel Order*"); *News Corp.-Hughes Order,* 19 FCC Rcd at
    483 ¶ 15; *Comcast-AT&T Order,* 17 FCC Rcd at 23255 ¶ 26.

[^127]: *See, e.g., SBC-AT&T Order*, 20 FCC Rcd at 18300 ¶ 16;
    *Verizon-MCI Order*, 20 FCC Rcd at 18442-43 ¶ 16; *Applications for
    Consent to the Assignment of Licenses Pursuant to Section 310(d) of
    the Communications Act from NextWave Personal Communications, Inc.,
    Debtor-in-Possession, and NextWave Power Partners, Inc.,
    Debtor-in-Possession, to Subsidiaries of Cingular Wireless LLC*, 19
    FCC Rcd 2570, 2580-81 ¶ 24 (2004); *EchoStar Communications Corp.,
    General Motors Corp. and Hughes Electronics Corp., and EchoStar
    Communications Corp., Hearing Designation Order*, 17 FCC Rcd 20559,
    20574 ¶ 25 (2002) ("*EchoStar-DIRECTV HDO*").

[^128]: *See SBC-AT&T Order,* 20 FCC Rcd at 18300 ¶ 16; *Verizon-MCI
    Order,* 20 FCC Rcd at 18443 ¶ 16; *Sprint-Nextel Order,* 20 FCC Rcd
    at 13976 ¶ 20.

[^129]: *See SBC-AT&T Order,* 20 FCC Rcd at 18300 ¶ 16; *Verizon-MCI
    Order,* 20 FCC Rcd at 18443 ¶ 16; *Sprint-Nextel Order,* 20 FCC Rcd
    at 13976 ¶ 20; *News Corp.-Hughes Order*, 19 FCC Rcd at 483 ¶ 15;
    *Comcast-AT&T Order*, 17 FCC Rcd at 23255 ¶ 26.

[^130]: *See* *SBC-AT&T Order*, 20 FCC Rcd at 18300 ¶ 16; *Verizon-MCI
    Order*, 20 FCC Rcd at 18443 ¶ 16; *Comcast-AT&T Order,* 17 FCC Rcd
    at 23255 ¶ 26; *EchoStar-DIRECTV HDO*, 17 FCC Rcd at 20574 ¶ 25.

[^131]: 47 U.S.C. § 309(e); *see also News Corp.-Hughes Order,* 19 FCC
    Rcd at 483 n.49; *EchoStar-DIRECTV HDO,* 17 FCC Rcd at 20574 ¶ 25.

[^132]: The ABC Radio Licensees are twelve sequentially numbered (by
    Roman numeral) entities, Radio License Holding I, LLC through Radio
    License Holding XII, LLC.

[^133]: The transaction does not include the Disney-owned stations under
    the Radio Disney and ESPN brands. The Disney-owned stations included
    in the merger operate in the following markets: New York, Los
    Angeles, Chicago, San Francisco, Washington, D.C., Dallas -- Fort
    Worth, Atlanta, Detroit and Minneapolis -- St. Paul.

[^134]: *See* Citadel's 2005 Annual Report, SEC Form 10-K, filed Mar.
    16, 2006, at 4-6.

[^135]: 47 U.S.C. § 309(c)(2)(B); *see Reading Broadcasting, Inc.*,
    Decision, 17 FCC Rcd 14001, 14017 ¶ 44.

[^136]: *See* 47 U.S.C. § 310(d); *WHDH, Inc.*, 17 FCC 2d 856 (1969),
    *aff'd sub nom. Greater Boston Television Corp. v. FCC*, 444 F.2d
    841 (D.C. Cir. 1970), *cert. denied*, 403 U.S. 923 (1971); *Stereo
    Broadcasters, Inc.*, Memorandum Opinion and Order, 55 FCC 2d 819,
    821-22 ¶ 7 (1975).

[^137]: *See* para. 23 *supra*.

[^138]: On April 18, 2006, Citadel and Disney each filed an Opposition
    to the April 3 Petition, to which Red Wolf replied on May 4, 2006.
    In their respective pleadings, the parties incorporate and restate
    arguments contained in their pleadings filed in response to the
    March 1 Petition discussed *supra*. On June 14, Disney also filed a
    Motion to Strike and Opposition to Red Wolf's May 31 Supplement. For
    the reasons noted at para. 23 *supra*, we need not rule on the
    Disney Motion.

[^139]: On February 28, 2007, Red Wolf filed a "Second Supplement to
    Petition to Deny" (the "Second Supplement"), further supplementing
    its April 3 Petition and alleging: (a) certain Citadel stations
    agreed to broadcast the Opie and Anthony Show in July 2006; (b) Opie
    and Anthony promote their website on those broadcasts; and (c)
    pornographic material and material promoting prostitution are
    available on websites that can be reached by clicking through the
    Opie and Anthony website onto linked websites. Citadel Broadcasting
    submitted a "Response to Second Supplement to Petition to Deny"
    ("Response") on March 16, 2007. In the Response, Citadel
    Broadcasting argues that the Second Supplement is untimely and
    involves Internet content, rather than broadcast content, and
    therefore is outside the Commission's jurisdiction. Citadel
    Broadcasting also states that it does not generate or have any input
    into the content of the Opie and Anthony website and it has no
    direct or indirect ownership or financial interest in that website.
    Response at 2. We agree with Citadel Broadcasting that the Second
    Supplement is untimely and does not allege any violation of the Act
    or the Rules. The Commission does not regulate the non-broadcast
    activities of station personnel or announcers. *See Eagle Radio,
    Inc.*, Memorandum Opinion and Order, 9 FCC Rcd 1294, 1294-95 (1994);
    *Dale A. Owens*, Memorandum Opinion and Order, 54 FCC 2d 375, 378-79
    (1975).

[^140]: 47 C.F.R. § 73.3555(a)(1). The only instance of contour overlap
    involves Citadel Broadcasting's Station WMOS(FM), Montauk, New York.
    That station is assigned by Arbitron to the New London, Connecticut,
    Metro, but Montauk is situated within the Arbitron New York City
    Metro. The combination of that ownership interest with the ABC Radio
    interests in the New York City Metro (ownership of New York City
    Stations WABC(AM) and WPLJ(FM) and a potential attributable interest
    as a non-exclusive sales representative for Station WQEW(FM))
    complies with Section 73.3555(a)(1).

[^141]: 47 C.F.R. § 73.3555(a)(1). *See 2002 Biennial Regulatory Review
    -- Review of the Commission's Broadcast Ownership Rules and Other
    Rules Adopted Pursuant to Section 202 of the Telecommunications Act
    of 1996*, Report and Order and Notice of Proposed Rulemaking, 18 FCC
    Rcd 13620, 13807-12 ¶¶ 482-91 (2003) ("*2002 Biennial Review
    Order*"), *aff'd in part and remanded in part, Prometheus Radio
    Project, et al. v. FCC*, 373 F.3d 372 (2004) ("*Prometheus*"), *stay
    modified on rehearing*, No. 03-3388 (3d Cir. Sep. 3, 2004)
    ("*Prometheus Rehearing Order*"), *cert. denied*, 73 U.S.L.W. 3466
    (U.S. June 13, 2005) (Nos. 04-1020, 04-1033, 04-1036, 04-1045,
    04-1168, and 04-1177).

[^142]: 18 FCC Rcd at 13809-12 ¶¶ 487-90; *see* 47 C.F.R. § 73.3555 Note
    4. There is an exception for transfers by or to an "eligible
    entity," but that exception does not apply in this case.

[^143]: Stations WWLS-FM, Bethany, Oklahoma, and KINB(FM), Kingfisher,
    Oklahoma. Citadel Broadcasting is a party to an LMA involving
    Station KQOB(FM), Enid, Oklahoma, which is also in the Oklahoma
    City, Oklahoma radio market. On August 31, 2006, Citadel
    Broadcasting filed a Petition for a six-month waiver of the
    September 3, 2006, deadline by which it had to either terminate the
    LMA or otherwise come into compliance with the multiple ownership
    rules. Our approval of its proposed assignment of the licenses for
    Stations WWLS-FM and KINB(FM) to the trust moots the need for action
    on the waiver request, which we will dismiss.

[^144]: Station KBZU(FM), Albuquerque, New Mexico.

[^145]: Stations KVLO(FM), Humnoke, Arkansas, KPZK-FM, Cabot, Arkansas,
    and KARN-FM, Sheridan, Arkansas.

[^146]: Station WMGL(FM), Ravenel, South Carolina.

[^147]: Stations WCLZ(FM), Brunswick, Maine and WCYI(FM), Lewiston,
    Maine.

[^148]: Station WYLZ(FM), Pinconning, Michigan.

[^149]: Station KNEK-FM, Washington, Louisiana.

[^150]: File No. BALH-20060228ALK.

[^151]: *See* 47 C.F.R. § 73.3555 Note 2(f).

[^152]: *See* 18 FCC Rcd at 13809-10 ¶ 487.

[^153]: *See 2002 Biennial Review Order*, 18 FCC Rcd at 13811 ¶ 489 ("We
    define an 'eligible entity' as any entity that would qualify as a
    small business consistent with SBA standards for its industry
    grouping," citing 13 C.F.R. § 121.201, where the definition of small
    business for the radio industry is listed in NAICS code 515112).

[^154]: *See* 18 U.S.C. § 1464 and 47 C.F.R. § 73.3999.

[^155]: 47 U.S.C. § 503(b).

[^156]: 47 C.F.R. § 1.80.

[^157]: 47 C.F.R. § 73.3526.

[^158]: 47 C.F.R. § 1.80.

[^159]: *See* 47 C.F.R. § 1.1914.