##### Table of Contents

##### Index to Financial Statements





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549





FORM 10-K







|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended December 31, 2008

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from              to
            .

Commission File Number: 333-62916-02





MISSION BROADCASTING, INC.

(Exact name of registrant as specified in its
charter)







|                                                             |  |                                                     
|------------------------------------------------------------ |  | ----------------------------------------------------
|Delaware                                                     |  | 51-0388022                                          
|(State of Organization or Incorporation)                     |  | (IRS Employer Identification No.)                   
|                                                             | 
|7650 Chippewa Road, Suite 305 Brecksville, Ohio 44141        |  | (440) 526-2227                                      
|(Address of Principal Executive Offices, including Zip Code) |  | (Registrants Telephone Number, Including Area Code)





Securities Registered
Pursuant to Section 12(b) of the Act: None

Securities Registered Pursuant to Section 12(g) of the Act:None





Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.    Yes   ̈    No  x

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  x    No   ̈

Indicate by check mark whether
the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that it was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.    Yes  x    No   ̈

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the Registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    x

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act (check one):



|                        |  |                                                  |  |                           |  |  
|----------------------- |  | ------------------------------------------------ |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈                                                |  | Accelerated filer         |  |  ̈
|                        |  |                                                  | 
|Non-accelerated filer   |  | x  (Do not check if a smaller reporting company) |  | Smaller reporting company |  |  ̈

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes  ̈    No x

As of
June 30, 2008, Mission Broadcasting, Inc. had one shareholder, David S. Smith. Mr. Smith held all 1,000 shares of the outstanding common stock of Mission Broadcasting, Inc. at June 30, 2008. As of January 31, 2009, Mission
Broadcasting, Inc. had 1,000 shares of outstanding common stock.









---

##### Table of Contents

##### Index to Financial Statements

TABLE OF CONTENTS



|                              |  |                                                                                                              |  |     
|----------------------------- |  | ------------------------------------------------------------------------------------------------------------ |  | ----
|                              |  |                                                                                                              |  | Page
|PART I                        |  |                                                                                                             
|                              |  |                                                                                                             
|ITEM 1.                       |  | Business                                                                                                     |  | 2   
|                              |  |                                                                                                             
|ITEM 1A.                      |  | Risk Factors                                                                                                 |  | 10  
|                              |  |                                                                                                             
|ITEM 1B.                      |  | Unresolved Staff Comments                                                                                    |  | 15  
|                              |  |                                                                                                             
|ITEM 2.                       |  | Properties                                                                                                   |  | 16  
|                              |  |                                                                                                             
|ITEM 3.                       |  | Legal Proceedings                                                                                            |  | 17  
|                              |  |                                                                                                             
|ITEM 4.                       |  | Submission of Matters to a Vote of Security Holders                                                          |  | 17  
|                              | 
|PART II                       |  |                                                                                                             
|                              |  |                                                                                                             
|ITEM 5.                       |  | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |  | 18  
|                              |  |                                                                                                             
|ITEM 6.                       |  | Selected Financial Data                                                                                      |  | 18  
|                              |  |                                                                                                             
|ITEM 7.                       |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                        |  | 19  
|                              |  |                                                                                                             
|ITEM 7A.                      |  | Quantitative and Qualitative Disclosures About Market Risk                                                   |  | 31  
|                              |  |                                                                                                             
|ITEM 8.                       |  | Financial Statements and Supplementary Data                                                                  |  | 31  
|                              |  |                                                                                                             
|ITEM 9.                       |  | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure                         |  | 31  
|                              |  |                                                                                                             
|ITEM 9A.                      |  | Controls and Procedures                                                                                      |  | 31  
|                              |  |                                                                                                             
|ITEM 9B.                      |  | Other Information                                                                                            |  | 32  
|                              | 
|PART III                      |  |                                                                                                             
|                              |  |                                                                                                             
|ITEM 10.                      |  | Directors, Executive Officers and Corporate Governance                                                       |  | 33  
|                              |  |                                                                                                             
|ITEM 11.                      |  | Executive Compensation                                                                                       |  | 33  
|                              |  |                                                                                                             
|ITEM 12.                      |  | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters               |  | 34  
|                              |  |                                                                                                             
|ITEM 13.                      |  | Certain Relationships and Related Transactions, and Director Independence                                    |  | 35  
|                              |  |                                                                                                             
|ITEM 14.                      |  | Principal Accountant Fees and Services                                                                       |  | 37  
|                              | 
|PART IV                       |  | 38                                                                                                          
|                              |  |                                                                                                             
|ITEM 15.                      |  | Exhibits and Financial Statement Schedules                                                                   |  | 38  
|                              | 
|Index to Financial Statements |  | F-1                                                                                                         
|                              | 
|Index to Exhibits             |  | E-1                                                                                                         



1



---

##### Table of Contents

##### Index to Financial Statements

General

As used in this Annual Report on Form 10-K and unless the context indicates otherwise, Mission, we, our, ours, us and the Company refer to Mission Broadcasting, Inc.
Mission has entered into time brokerage, shared services and joint sales agreements (which we generally refer to as local service agreements) with certain television stations owned by Nexstar Broadcasting, Inc. (Nexstar), but Mission
does not own any equity interests in Nexstar and Nexstar does not own any equity interests in Mission. For a description of the relationship between Mission and Nexstar, see Item 13. Certain Relationships and Related Transactions, and
Director Independence.

There are 210 generally recognized television markets,
known as Designated Market Areas, or DMAs, in the United States. DMAs are ranked in size according to various factors based upon actual or potential audience. DMA rankings contained in this Annual Report on Form 10-K are from Investing in
Television Market Report 2008 4thEdition, as published by BIA Financial Network, Inc.

Cautionary Note Regarding Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All
statements other than statements of historical fact are forward-looking statements for purposes of federal and state securities laws, including: any projections or expectations of earnings, revenue, financial performance, liquidity and
capital resources or other financial items; any assumptions or projections about the television broadcasting industry; any statements of our plans, strategies and objectives for our future operations, performance, liquidity and capital resources or
other financial items; any statements concerning proposed new products, services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the
foregoing. Forward-looking statements may include the words may, will, should, could, would, predicts, potential, continue, expects,
anticipates, future, intends, plans, believes, estimates, and other similar words.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ from a projection or assumption in any of our forward-looking statements. Our
future financial position and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties discussed under Item 1A. Risk Factors elsewhere in this Annual Report on Form
10-K and in our other filings with the Securities and Exchange Commission (SEC). The forward-looking statements made in this Annual Report on Form 10-K are made only as of the date hereof, and we do not have or undertake any obligation
to update any forward-looking statements to reflect subsequent events or circumstances unless otherwise required by law.

Available Information

We file annual, quarterly and current reports, and other information with the SEC. You may read and copy any reports, statements and other
information filed by us at the SECs Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549-0102. Please call (800) SEC-0330 for further information on the Public Reference Room. The SEC maintains an Internet website that
contains reports, proxy and information statements and other information regarding issuers, including us, that file electronically with the SEC. The address for the SECs website is http://www.sec.gov.



1



---

##### Table of Contents

##### Index to Financial Statements

PART I



|Item 1. | Business
|------- | --------

Overview

We are a television broadcasting company focused exclusively on the acquisition, development and operation of television stations in medium-sized markets
in the United States, primarily markets that rank from 50 to 175, as reported by A.C. Nielsen Company. As of December 31, 2008, we owned and operated 16 stations. We have tripled the size of our portfolio since January 1, 2003, having
acquired 10 stations. The stations that we own and operate are in markets located in New York, Pennsylvania, Illinois, Indiana, Missouri, Texas and Montana. These stations are diverse in their network affiliations: 13 have primary affiliation
agreements with one of the four major networks3 with NBC, 5 with Fox, 4 with ABC, and 2 with CBS, and 2 stations have an agreement with MyNetworkTV.

We believe that medium-sized markets offer significant advantages over large-sized markets, most of which result from a lower level of competition. First, because there are fewer well-capitalized acquirers with a
medium-market focus, we have been successful in purchasing stations on more favorable terms than acquirers of large market stations. Second, in many of our markets only four or five local commercial television stations exist. As a result, we achieve
lower programming costs than stations in larger markets because the supply of quality programming exceeds the demand.

The stations we own
and operate provide free over-the-air programming to our markets television viewing audiences. This programming includes (a) programs produced by networks with which the stations are affiliated; (b) programs that the stations
produce; and (c) first-run and rerun syndicated programs that the stations acquire. Our primary source of revenue is indirectly derived from the sale of commercial air time to local and national advertisers that is paid to us by Nexstar under
local service agreements.

Our principal offices are located at 7650 Chippewa Road, Suite 305, Brecksville, Ohio 44141. Our telephone
number is (440) 526-2227.

Local Service Agreements and Purchase Options

The following table summarizes the various local service agreements our stations had in effect as of December 31, 2008 with Nexstar-owned stations:



|                   |  |                                                                                            
|------------------ |  | -------------------------------------------------------------------------------------------
|Service Agreements |  | Stations                                                                                   
|TBA Only(1)        |  | WFXP and KHMT                                                                              
|                   | 
|SSA & JSA(2)       |  | KJTL, KJBO-LP, KOLR, KCIT, KCPN-LP, KAMC, KRBC, KSAN, WUTR, WFXW, WYOU, KODE, KTVE and WTVO



|(1) | Mission has a time brokerage agreement (TBA) for each of these stations which allows Nexstar to program most of each stations broadcast time, sell each
stations advertising time and retain the advertising revenue generated in exchange for monthly payments to Mission.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Mission has both a shared services agreement (SSA) and a joint sales agreement (JSA) for each of these stations. The SSA allows the sharing of services
including news production, technical maintenance and security, in exchange for Nexstars right to receive certain payments from Mission as described in the SSAs. The JSAs permit Nexstar to sell and retain a percentage of the net revenue from
the stations advertising time in return for monthly payments to Mission of the remaining percentage of net revenue, as described in the JSAs.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In conjunction with its acquisition of KTVE, the NBC affiliate in the Monroe, Louisiana  El Dorado, Arkansas market, effective January 16, 2008, Mission entered into an SSA and JSA with Nexstar. The terms
of the SSA and JSA are comparable to the terms of the SSAs and JSAs between Nexstar and Mission as discussed above.

Under these
agreements, Mission is responsible for certain operating expenses of its stations and therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations under the SSAs and JSAs or TBAs until the
termination of such agreements. The SSAs and JSAs generally have terms of ten years. Nexstar indemnifies Mission for Nexstars activities pursuant to the local service agreements.

The arrangements under the SSAs and JSAs have had the effect of Nexstar receiving substantially all of the available cash, after debt service costs,
generated by the stations listed above. The arrangements under the TBAs have also had the effect of Nexstar receiving substantially all of the available cash generated by the TBA stations listed above. Mission anticipates that, through these local
service agreements, Nexstar will continue to receive substantially all of Missions available cash, after payments for debt service costs, generated by the stations listed above.



2



---

##### Table of Contents

##### Index to Financial Statements

Nexstar Broadcasting Group, Inc. and its subsidiaries (Nexstar Broadcasting Group) guarantee
all obligations incurred under our senior credit facility. We are a guarantor of the senior credit facility entered into by Nexstar and the senior subordinated notes issued by Nexstar. In consideration of Nexstar Broadcasting Groups guarantee
of our senior credit facility, Missions sole shareholder has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission television station, subject to FCC consent, for consideration equal to the greater
of (1) seven times the stations cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the option agreement, or (2) the amount of its indebtedness. These option agreements (which expire on
various dates between 2011 and 2018) are freely exercisable or assignable by Nexstar without consent or approval by Missions sole shareholder. We expect these option agreements to be renewed upon expiration.

Refer to Part III, Item 13. Certain Relationships and Related Transactions, and Director Independence for a more complete disclosure of
the local service and option agreements our stations had in effect as of December 31, 2008.

Nexstar does not own Mission or
Missions television stations. However, as a result of Nexstar Broadcasting Groups guarantee of all obligations incurred under our senior credit facility and the arrangements under the local service agreements and purchase option
agreements with us, Nexstar is deemed under accounting principles generally accepted in the United States of America (U.S. GAAP) to have a controlling financial interest in Mission while complying with the Federal Communications
Commission (FCC) rules regarding ownership limits in television markets. In order for both Nexstar and Mission to comply with FCC regulations, Mission maintains complete responsibility for and control over programming, finances,
personnel and operations of its stations.

Business Strategy

The operating revenue of our stations is derived primarily from broadcast advertising revenue sold and collected by Nexstar and paid to us under the JSAs. Broadcast advertising revenue is affected by a number
of factors, including the economic conditions of the markets in which we operate, the demographic makeup of those markets and the marketing strategy employed in each market. Our primary operating expense consists of fixed monthly SSA fees paid to
Nexstar for news production and technical and other services. To a lesser extent, our operating expenses include employee compensation and related benefits. A large percentage of the costs involved in the operation of our stations remain fixed.

The Stations

The following chart
sets forth general information about the stations that we owned and operated as of December 31, 2008:



|               |  |                               |  |         |  |             |  |                                 |  |  |                          |  
|-------------- |  | ----------------------------- |  | ------- |  | ----------- |  | ------------------------------- |  |  | ------------------------ | -
|MarketRank (1) |  | Market                        |  | Station |  | Affiliation |  | CommercialStations inMarket (2) |  |  | FCCLicenseExpirationDate |  
|54             |  | Wilkes Barre-Scranton, PA     |  | WYOU    |  | CBS         |  | 7                               |  |  | (3                       | )
|74             |  | Springfield, MO               |  | KOLR    |  | CBS         |  | 6                               |  |  | (3                       | )
|131            |  | Amarillo, TX                  |  | KCIT    |  | Fox         |  | 5                               |  |  | (3                       | )
|               |  |                               |  | KCPN-LP |  | MyNetworkTV |  |                                 |  |  | (3                       | )
|132            |  | Rockford, IL                  |  | WTVO    |  | ABC         |  | 4                               |  |  | (3                       | )
|136            |  | Monroe, LA-El Dorado, AR      |  | KTVE    |  | NBC         |  | 6                               |  |  | (3                       | )
|142            |  | Erie, PA                      |  | WFXP    |  | Fox         |  | 4                               |  |  | (3                       | )
|145            |  | Joplin, MO-Pittsburg, KS      |  | KODE    |  | ABC         |  | 4                               |  |  | (3                       | )
|148            |  | Lubbock, TX                   |  | KAMC    |  | ABC         |  | 5                               |  |  | (3                       | )
|149            |  | Wichita Falls, TX- Lawton, OK |  | KJTL    |  | Fox         |  | 5                               |  |  | (3                       | )
|               |  |                               |  | KJBO-LP |  | MyNetworkTV |  |                                 |  |  | (3                       | )
|151            |  | Terre Haute, IN               |  | WFXW    |  | Fox         |  | 3                               |  |  | (3                       | )
|164            |  | Abilene-Sweetwater, TX        |  | KRBC    |  | NBC         |  | 4                               |  |  | (3                       | )
|169            |  | Utica, NY                     |  | WUTR    |  | ABC         |  | 4                               |  |  | (3                       | )
|170            |  | Billings, MT                  |  | KHMT    |  | Fox         |  | 4                               |  |  | (3                       | )
|197            |  | San Angelo, TX                |  | KSAN    |  | NBC         |  | 4                               |  |  | (3                       | )



|(1) | Market rank refers to ranking the size of the Designated Market Area (DMA) in which the station is located
in relation to other DMAs. Source: Investing in Television Market Report 2008 4thEdition, as published
by BIA Financial Network, Inc.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | The term commercial station means a television broadcast station and excludes non-commercial stations,
religious and Spanish-language stations, cable program services or networks. Source: Investing in Television Market Report 2008 4thEdition, as published by BIA Financial Network, Inc.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) | Application for renewal of license timely was submitted to the FCC. Under the FCCs rules, a license expiration
date automatically is extended pending review of and action on the renewal application by the FCC.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



3



---

##### Table of Contents

##### Index to Financial Statements

Industry Background

Commercial television broadcasting began in the United States on a regular basis in the 1940s. Currently a limited number of channels are available for over-the-air broadcasting in any one geographic area and a
license to operate a television station must be granted by the FCC. All television stations in the country are grouped by A.C. Nielsen Company, a national audience measuring service, into 210 generally recognized television markets, known as
designated market areas (DMAs), that are ranked in size according to various metrics based upon actual or potential audience. Each DMA is an exclusive geographic area consisting of all counties in which the home-market commercial
stations receive the greatest percentage of total viewing hours. A.C. Nielsen periodically publishes data on estimated audiences for the television stations in the DMA. The estimates are expressed in terms of a rating, which is a
stations percentage of the total potential audience in the market, or a share, which is the stations percentage of the audience actually watching television. A stations rating in a market can be a factor in determining
advertising rates.

Most television stations are affiliated with networks and receive a significant part of their programming, including
prime-time hours, from networks. Whether or not a station is affiliated with one of the four major networks (NBC, ABC, CBS or Fox) has a significant impact on the composition of the stations revenue, expenses and operations. Network
programming, along with cash payments for some NBC, ABC and CBS affiliates, is provided to the affiliate by the network in exchange for the networks retention of a substantial majority of the advertising time during network programs. The
network then sells this advertising time and retains the revenue. The affiliate retains the revenue from the remaining advertising time it sells during network programs and from advertising time it sells during non-network programs.

Broadcast television stations compete for advertising revenue primarily with other commercial broadcast television stations, cable and satellite
television systems and, to a lesser extent, with newspapers, radio stations and internet advertising serving the same market. Non-commercial, religious and Spanish-language broadcasting stations in many markets also compete with commercial stations
for viewers. In addition, the Internet and other leisure activities may draw viewers away from commercial television stations.

The
television broadcast industry is in the midst of a transition to an advanced digital television (DTV) transmission system. DTV transmissions deliver improved video and audio signals including high definition television and have
substantial multiplexing and data transmission capabilities. For each licensed television station, the FCC allocated a matching DTV channel for the transition period. Television broadcasters will be required to cease analog broadcasting by
June 12, 2009 and return one of their channels to the FCC.

Network Affiliations

Each of our stations is affiliated with a network pursuant to an affiliation agreement, as described below:



|        |  |                              |  |             |  |              
|------- |  | ---------------------------- |  | ----------- |  | -------------
|Station |  | Market                       |  | Affiliation |  | Expiration   
|KCIT    |  | Amarillo, TX                 |  | Fox         |  | June 2010    
|KHMT    |  | Billings, MT                 |  | Fox         |  | June 2010    
|KJTL    |  | Wichita Falls, TX-Lawton, OK |  | Fox         |  | June 2010    
|WFXP    |  | Erie, PA                     |  | Fox         |  | June 2010    
|WFXW    |  | Terre Haute, IN              |  | Fox         |  | June 2010    
|KSAN    |  | San Angelo, TX               |  | NBC         |  | December 2010
|KRBC    |  | Abilene-Sweetwater, TX       |  | NBC         |  | December 2010
|WUTR    |  | Utica, NY                    |  | ABC         |  | December 2010
|WTVO    |  | Rockford, IL                 |  | ABC         |  | December 2010
|KAMC    |  | Lubbock, TX                  |  | ABC         |  | December 2010
|KCPN-LP |  | Amarillo, TX                 |  | MyNetworkTV |  | August 2011  
|KJBO-LP |  | Wichita Falls, TX-Lawton, OK |  | MyNetworkTV |  | August 2011  
|KTVE    |  | Monroe, LA-El Dorado, AR     |  | NBC         |  | December 2011
|KODE    |  | Joplin, MO-Pittsburg, KS     |  | ABC         |  | December 2012
|KOLR    |  | Springfield, MO              |  | CBS         |  | June 2013    
|WYOU    |  | Wilkes Barre-Scranton, PA    |  | CBS         |  | June 2015    

Each affiliation agreement provides the affiliated station with the right to broadcast all
programs transmitted by the network with which it is affiliated. In exchange, the network has the right to sell a substantial majority of the advertising time during these broadcasts. In addition, some stations receive compensation from the network
based on the hours of network programming they broadcast.

We expect all of the network affiliation agreements listed above to be renewed
upon expiration.



4



---

##### Table of Contents

##### Index to Financial Statements

Competition

Competition in the television industry takes place on several levels: competition for audience, competition for programming and competition for advertising.

Audience. Our stations compete for audience share specifically on the basis of program popularity. The popularity of a stations programming has a direct effect on the advertising rates it can charge
its advertisers. A portion of the daily programming on the stations that we own is supplied by the network with which each station is affiliated. In those periods, the stations are dependent upon the performance of the network programs in attracting
viewers. Stations program non-network time periods with a combination of self-produced news, public affairs and other entertainment programming, including movies and syndicated programs. The major television networks have also begun to sell their
programming directly to the consumer via portal digital devices such as video iPods and cell phones which presents an additional source of competition for television broadcaster audience share. Other sources of competition for audiences include home
entertainment systems, such as VCRs, DVDs, and DVRs; video-on-demand and pay-per-view; the Internet; and television game devices.

Although
the commercial television broadcast industry historically has been dominated by the ABC, NBC, CBS and Fox television networks, other newer television networks and the growth in popularity of subscription systems, such as local cable and direct
broadcast satellite (DBS) systems which air exclusive programming not otherwise available in a market, have become significant competitors for the over-the-air television audience.

Programming. Competition for programming involves negotiating with national program distributors or syndicators that sell first-run and rerun
packages of programming. Stations compete against in-market broadcast station operators for exclusive access to off-network reruns (such as Seinfeld) and first-run product (such as Entertainment Tonight) in their respective markets.
Cable systems generally do not compete with local stations for programming, although various national cable networks from time to time have acquired programs that would have otherwise been offered to local television stations. Time Warner Inc.,
General Electric Company, Viacom Inc., News Corporation and the Walt Disney Company each owns a television network and also owns or controls major production studios, which are the primary source of programming for the networks. It is uncertain
whether in the future such programming, which is generally subject to short-term agreements between the studios and the networks, will be moved to the networks. Television broadcasters also compete for non-network programming unique to the markets
they serve. As such, stations strive to provide exclusive news stories, unique features such as investigative reporting and coverage of community events and to secure broadcast rights for regional and local sporting events.

Advertising. Stations compete for advertising revenue with other television stations in their respective markets; and other advertising media such
as newspapers, radio stations, magazines, outdoor advertising, transit advertising, yellow page directories, direct mail, local cable systems, DBS systems and the Internet. Competition for advertising dollars in the broadcasting industry occurs
primarily within individual markets. Generally, a television broadcast station in a particular market does not compete with stations in other market areas.

Additional Competitive Factors. Additional factors that are material to a television stations competitive position include signal coverage and assigned channel. Television stations can be distinguished by
the frequency on which they broadcast. Analog television stations that broadcast over the very high frequency or VHF band (channels 2-13) of the spectrum generally have some competitive advantage over analog television stations which broadcast over
the ultra-high frequency or UHF band (channels above 13) of the spectrum because the former usually have better signal coverage and operate at a lower transmission costs. However, the improvement of UHF transmitters and receivers, the complete
elimination from the marketplace of VHF-only receivers and the expansion of cable television systems have reduced the VHF signal advantage. In addition, any disparity between VHF and UHF is likely to diminish even further in the coming era of
digital television.

The broadcasting industry is continually faced with technological change and innovation which increase the popularity
of competing entertainment and communications media. Further advances in technology may increase competition for household audiences and advertisers. The increased use of digital technology by cable systems and DBS, along with video compression
techniques, will reduce the bandwidth required for television signal transmission. These technological developments are applicable to all video delivery systems, including over-the-air broadcasting, and have the potential to provide vastly expanded
programming to highly targeted audiences. Reductions in the cost of creating additional channel capacity could lower entry barriers for new channels and encourage the development of increasingly specialized niche programming. This
ability to reach very narrowly defined audiences is expected to alter the competitive dynamics for advertising expenditures. We are unable to predict the effect that these or other technological changes will have on the broadcast television industry
or on the future results of our operations.

Federal Regulation

Television broadcasting is subject to the jurisdiction of the FCC under the Communications Act of 1934, as amended (the Communications Act). The following is a brief discussion of certain provisions of the
Communications Act and the FCCs regulations and policies that affect the business operations of television broadcasting stations. Over the years, Congress and the FCC



5



---

##### Table of Contents

##### Index to Financial Statements

have added, amended and deleted statutory and regulatory requirements to which station owners are subject. Some of these changes have a minimal business
impact whereas others may significantly affect the business or operation of individual stations or the broadcast industry as a whole. The following discussion summarizes some of the statutory and regulatory rules and policies currently in effect.
For more information about the nature and extent of FCC regulation of television broadcast stations you should refer to the Communications Act and the FCCs rules, public notices, and policies.

License Grant and Renewal. The Communications Act prohibits the operation of broadcast stations except under licenses issued by the FCC.
Television broadcast licenses are granted for a maximum term of eight years and are subject to renewal upon application to the FCC. The FCC is required to grant an application for license renewal if during the preceding term the station served the
public interest, the licensee did not commit any serious violations of the Communications Act or the FCCs rules, and the licensee committed no other violations of the Communications Act or the FCCs rules which, taken together, would
constitute a pattern of abuse. A majority of renewal applications are routinely granted under this standard. If a licensee fails to meet this standard the FCC may still grant renewal on terms and conditions that it deems appropriate, including a
monetary forfeiture or renewal for a term less than the normal eight-year period.

After a renewal application is filed, interested
parties, including members of the public, may file petitions to deny a renewal application, to which the licensee/renewal applicant is entitled to respond. After reviewing the pleadings, if the FCC determines that there is a substantial and material
question of fact whether grant of the renewal application would serve the public interest, the FCC is required to hold a trial-type hearing on the issues presented. If, after the hearing, the FCC determines that the renewal applicant has met the
renewal standard the FCC will grant the renewal application. If the licensee/renewal applicant fails to meet the renewal standard or show that there are mitigating factors entitling it to renewal subject to appropriate sanctions, the FCC can deny
the renewal application. In the vast majority of cases where a petition to deny is filed against a renewal application, the FCC ultimately grants the renewal without a hearing. No competing application for authority to operate a station and replace
the incumbent licensee may be filed against a renewal application.

In addition to considering rule violations in connection with a license
renewal application, the FCC may sanction a station license for failing to observe FCC rules and policies during the license term, including the imposition of a monetary forfeiture.

The Communications Act prohibits the assignment or the transfer of control of a broadcast license without prior FCC approval.

Ownership Restrictions. The FCC has rules which establish limits on the ownership of broadcast stations. These ownership limits apply to
attributable interests in a station licensee held by an individual, corporation, partnership or other entity. In the case of corporations, officers, directors and voting stock interests of 5% or more (20% or more in the case of qualified investment
companies, such as insurance companies and bank trust departments) are considered attributable interests. For partnerships, all general partners and non-insulated limited partners are attributable. Limited liability companies are treated the same as
partnerships. The FCC also considers attributable the holder of more than 33% of a licensees total assets (defined as total debt plus total equity), if that person or entity also provides over 15% of the stations total weekly broadcast
programming or has an attributable interest in another media entity in the same market which is subject to the FCCs ownership rules, such as a radio or television station, cable television system or daily newspaper.

Local Ownership (Duopoly Rule). Under the current duopoly rule, a single entity is allowed to own or have attributable interests in two
television stations in a market if (1) the two stations do not have overlapping service areas, or (2) after the combination there are at least eight independently owned and operating full-power television stations and one of the combining
stations is not ranked among the top four stations in the DMA. The duopoly rule allows the FCC to consider waivers to permit the ownership of a second station only in cases where the second station has failed or is failing or unbuilt.

Under the duopoly rule, the FCC attributes toward the local television ownership limits another in-market station when one station owner programs a
second in-market station pursuant to a time brokerage or local marketing agreement, if the programmer provides more than 15% of the second stations weekly broadcast programming. However, local marketing agreements entered into prior to
November 5, 1996 are exempt attributable interests until the FCC determines otherwise. This grandfathered period, when reviewed by the FCC, is subject to possible extension or termination.

In July 2006, the FCC initiated a proceeding with respect to its broadcast ownership rules, including the duopoly rule. In a decision adopted on
December 18, 2007 and released on February 4, 2008, the FCC made one change in its broadcast ownership rules  allowing local newspaper/broadcasting cross-ownership under circumstances, but determined that it would not make any other
changes in its media ownership rules. It is likely that this FCC decision will be appealed. In addition, the FCC has a separate proceeding pending to determine whether to make television joint sales agreements attributable interests under its
ownership rules.

In certain of our markets, we own and operate both full-power and low-power television broadcast stations (in Wichita
Falls, we own and operate KJTL and KJBO-LP; and in Amarillo, we own and operate KCIT and KCPN-LP). The FCCs duopoly rules and policies regarding ownership of television stations in the same market apply only to full-power television stations
and not low-power television stations such as KJBO-LP and KCPN-LP.



6



---

##### Table of Contents

##### Index to Financial Statements

We currently do not operate two full-power stations in any market.

National Ownership. There is no nationwide limit on the number of television stations which a party may own. However, the FCCs rules
limit the percentage of U.S. television households which a party may reach through its attributable interests in television stations. This rule provides that when calculating a partys nationwide aggregate audience coverage, the ownership of a
UHF station is counted as 50% of a markets percentage of total national audience. In 2004, Congress determined that one party may have an attributable interest in television stations which reach, in the aggregate, 39% of all U.S. television
households; and the FCC thereafter modified its corresponding rule. The FCC currently is considering whether this act has any impact on the FCCs authority to examine and modify the UHF discount.

Missions stations have a combined national audience reach of 1.6% of television households with the UHF discount.

Radio/Television Cross-Ownership Rule (One-to-a-Market Rule).In markets with at least 20 independently owned media outlets, ownership of one
television station and up to seven radio stations, or two television stations (if allowed under the television duopoly rule) and six radio stations is permitted. If the number of independently owned media outlets is fewer than 20 but greater than or
equal to 10, ownership of one television station (or two if allowed) and four radio stations is permitted. In markets with fewer than 10 independent media voices, ownership of one television station (or two if allowed) and one radio station is
permitted. In calculating the number of independent media voices in a market, the FCC includes all radio and television stations, independently owned cable systems (counted as one voice), and independently owned daily newspapers which have
circulation that exceeds 5% of the households in the market.

Local Television/Newspaper Cross-Ownership Rule.Under
this rule, a party is prohibited from having an attributable interest in a television station and a daily newspaper except in cases where the market at issue is one of the 20 largest DMAs, and subject to other criteria and limitations.

Local Television/Cable Cross-Ownership.There is no FCC rule prohibiting common ownership of a cable television system and
a television broadcast station in the same area.

Cable Must-Carry or Retransmission Consent Rights.Every
three years television broadcasters are required to make an election between must-carry or retransmission consent rights in connection with the carriage of their analog signal on cable television systems within their DMA. The most recent
election was made October 1, 2005, and is effective for the three-year period that began January 1, 2006. The most recent election date was October 1, 2008, for the three-year period beginning January 1, 2009.

If a broadcaster chooses to exercise its must-carry rights, it may request cable system carriage on its over-the-air channel or another channel on which
it was carried on the cable system as of a specified date. A cable system generally must carry the stations signal in compliance with the stations carriage request, and in a manner that makes the signal available to all cable
subscribers. However, must-carry rights are not absolute, and whether a cable system is required to carry the station on its system, or in the specific manner requested, depends on variables such as the location, size and number of activated
channels of the cable system and whether the stations programming duplicates, or substantially duplicates, the programming of another station carried on the cable system. If certain conditions are met, a cable system may decline to carry a
television station that has elected must-carry status, although it is unusual for all the required conditions to exist.

If a broadcaster
chooses to exercise its retransmission consent rights, a cable television system which is subject to that election may not carry the stations signal without the stations consent. This generally requires the cable system and television
station operator to negotiate the terms under which the broadcaster will consent to the cable systems carriage of its stations signal.

We have elected to exercise retransmission consent rights for all of our stations where we have a legal right to do so. We have negotiated retransmission consent agreements with substantially all of the cable systems which carry our
stations signals.

Direct-to-Home Satellite Services and Carriage Rights. DBS providers are permitted to carry local
channels including significantly viewed out-of-market stations when local service is provided. Under certain circumstances, DBS providers also are permitted to provide network service from a station outside a local market for subscribers
in the market who are unserved by a local station affiliated with the same network. In addition, DBS subscribers who were not receiving a digital signal as of December 8, 2004 may receive distant signals for digital television
programming from their DBS provider if they are receiving the local analog signal of a network affiliate and the subscriber cannot receive a local digital signal of that network-affiliated station over-the-air.

Satellite carriers that provide any local-into-local service in a market must carry, upon request, all stations in that market that have elected
mandatory carriage, and DBS operators are now carrying other local stations in local-into-local markets, including some noncommercial, independent and foreign language stations. However, satellite carriers are not required to carry duplicative
network signals from a local market unless the stations are licensed to different communities in different states. Satellite carriers are required to carry all local television stations in a contiguous manner on their channel line-up and may not
discriminate in their carriage of stations.



7



---

##### Table of Contents

##### Index to Financial Statements

Commercial television stations make elections between retransmission consent and must-carry status for
satellite services on the same schedule as cable elections, with the most recent elections made by October 1, 2008 for the three-year period that began on January 1, 2009. DirecTV currently provides satellite carriage of our stations in
the Rockford, Springfield and Wilkes Barre-Scranton markets. EchoStar currently provides satellite carriage of our stations in the Abilene-Sweetwater, Amarillo, Billings, Erie, Joplin, MO-Pittsburg, KS, Lubbock, Rockford, San Angelo, Springfield,
Terre Haute, Wichita Falls, TX-Lawton, OK and Wilkes Barre-Scranton markets. We have long-term carriage agreements that expire in 2008 with both DirecTV and EchoStar that provide for the carriage of the currently carried stations, as well as those
subsequently added in new local-to-local markets, or those added by acquisition or other means.

Digital Television
(DTV). In February 2009, President Obama signed into law legislation that established June 12, 2009 as the deadline for television broadcasters to complete their transition to DTV-only operations and return their
analog spectrum to the FCC. The DTV transmission system delivers video and audio signals of higher quality (including high definition television) than the existing analog transmission system. DTV also has substantial capabilities for multiplexing
(the broadcast of several channels of programs concurrently) and data transmission. The introduction of digital television requires consumers to purchase new television sets that are capable of receiving and displaying the DTV signals, or adapters
to receive DTV signals and convert them to analog signals for display on their existing receivers.

For the transition period, the FCC
allotted each licensed television station a second channel for broadcast of a DTV signal. Stations may broadcast with both analog and DTV signals until June 12, 2009; however all stations must be broadcasting in at least low power digital.
Stations are required to simulcast 100% of their analog programming on their DTV channel during the transition period.

As of
December 31, 2008, Missions stations WFXP, WUTR, WTVO, WYOU, KCIT, KTVE, KAMC and KRBC were broadcasting with full-power DTV signals. As of February 17, 2009, Missions stations WYOU, KJTL, KSAN, KAMC and WTVO have terminated
analog operations and are broadcasting exclusively in DTV. On March 17, 2009, Mission informed the FCC that station KRBC would be terminating analog operations and broadcasting exclusively in DTV as of May 12, 2009, that station WFXP would
be terminating analog operations and broadcasting exclusively in DTV as of April 17, 2009, that stations KHMT, KTVE and KOLR would be terminating analog operations and broadcasting exclusively in DTV as of April 16, 2009, and that stations
KCIT, KODE, WFXW and WUTR would be terminating analog operations and broadcasting exclusively in DTV as of the final DTV transition date of June 12, 2009.

In addition, WFXW holds a construction permit issued by the FCC to build higher-power DTV facilities by August 18, 2009. WFXW is expected to complete construction on or before that deadline.

Channels used for analog broadcasts range from 2 through 69. The FCC designated Channels 2 through 51 as the core channels for use by
television broadcasters DTV stations after June 12, 2009. One of our stations has its transitional DTV channel assignment outside the core. This station will be required to change its DTV channel to an in-core channel at the end of the
transition.

Television station operators may use their DTV signals to provide ancillary services, such as computer software distribution,
Internet, interactive materials, e-commerce, paging services, audio signals, subscription video, or data transmission services. To the extent a station provides such ancillary services it is subject to the same regulations as are applicable to other
analogous services under the FCCs rules and policies. Commercial television stations also are required to pay the FCC 5% of the gross revenue derived from all ancillary services provided over their DTV signals for which a station received a
fee in exchange for the service or received compensation from a third party in exchange for transmission of material from that third party, not including commercial advertisements used to support broadcasting.

DTV Channel Election. On October 20, 2006, the FCC released an order establishing the permanent, post-transition DTV channels
for all stations. Our stations have been assigned in-core channels for their permanent DTV operations.

DTV MVPD
Carriage.Stations may choose must-carry status or retransmission consent for their analog signals, but may only elect retransmission consent for their digital signals. When a television station operates only as a DTV station, and returns
its analog channel to the FCC and converts to digital-only operations, which, in most cases, will be on or about June 12, 2009, it may assert must-carry rights for a single DTV programming stream. Digital television signals carried on a cable
system must be available to all subscribers on the systems basic service tier.

The exercise of must-carry rights by a
digital-only television station for its DTV signal applies only to a single programming stream and other program-related content on that stream. If a television station is concurrently broadcasting more than one program



8



---

##### Table of Contents

##### Index to Financial Statements

stream on its DTV signal it may select which program stream is subject to its must-carry election. Cable systems and DBS providers are not required to carry
Internet, e-commerce or other ancillary services provided over DTV signals if those services are not related to the stations primary video programming carried on the cable system and if they are not provided to viewers for free.

With respect to direct-to-the-home satellite service providers, the FCC will address DTV carriage at a later time.



9



---

##### Table of Contents

##### Index to Financial Statements

Programming and Operation. The Communications Act requires broadcasters to serve the
public interest. Since the late 1970s, the FCC gradually has relaxed or eliminated many of the more formalized procedures it had developed to promote the broadcast of certain types of programming responsive to the needs of a stations
community of license. However, television station licensees are still required to present programming that is responsive to community problems, needs and interests and to maintain certain records demonstrating such responsiveness. The FCC may
consider complaints from viewers concerning programming when it evaluates a stations license renewal application, although viewer complaints also may be filed and considered by the FCC at any time. Stations also must follow various rules
promulgated under the Communications Act that regulate, among other things:



| |  |  | political advertising (its price and availability);
| | - |  | ---------------------------------------------------



| |  |  | sponsorship identification;
| | - |  | ---------------------------



| |  |  | contest and lottery advertising;
| | - |  | --------------------------------



| |  |  | obscene and indecent broadcasts;
| | - |  | --------------------------------



| |  |  | technical operations, including limits on radio frequency radiation;
| | - |  | --------------------------------------------------------------------



| |  |  | discrimination and equal employment opportunities;
| | - |  | --------------------------------------------------



| |  |  | closed captioning;
| | - |  | ------------------



| |  |  | childrens programming;
| | - |  | -----------------------



| |  |  | program ratings guidelines; and
| | - |  | -------------------------------



| |  |  | network affiliation agreements.
| | - |  | -------------------------------

Employees

As of December 31, 2008, we had a total of 36 employees, all of which were full-time. As of December 31, 2008, none of our
employees were covered by a collective bargaining agreement. We believe that our employee relations are satisfactory, and we have not experienced any work stoppages at any of our facilities.



|Item 1A. | Risk Factors
|-------- | ------------

You should carefully consider the
following risk factors, which we believe are the most significant risks related to our business, as well as the other information contained in this document.

Risks Related to Our Operations

We have a history of net losses.

We had net losses of $7.5 million, $4.0 million and $2.9 million, respectively, for the years ended December 31, 2008, 2007 and 2006. We may not be
able to achieve or maintain profitability.

Our substantial debt could limit our ability to grow and compete.

As of December 31, 2008, we had $174.1 million of debt which represented 241.6% of our total capitalization. Our high level of debt
could have important consequences to our business. For example, it could:



| |  |  | limit our ability to borrow additional funds or obtain additional financing in the future;
| | - |  | ------------------------------------------------------------------------------------------



| |  |  | limit our ability to pursue acquisition opportunities;
| | - |  | ------------------------------------------------------



| |  |  | expose us to greater interest rate risk since the interest rate on borrowings under our senior credit facility is variable;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------



| |  |  | limit our flexibility to plan for and react to changes in our business and our industry; and
| | - |  | --------------------------------------------------------------------------------------------



| |  |  | impair our ability to withstand a general downturn in our business and place us at a disadvantage compared to our competitors that are less leveraged.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------

Refer to Part II, Item 7. Managements Discussion and Analysis of Financial Condition and Results of
OperationsContractual Obligations for disclosure of the approximate aggregate amount of principal indebtedness scheduled to mature.

We could also incur additional debt in the future. The terms of our senior credit facility limit, but do not prohibit, us from incurring substantial amounts of additional debt. To the extent we incur additional debt,
we would become even more susceptible to the leverage-related risks described above.



10



---

##### Table of Contents

##### Index to Financial Statements

The agreement governing our debt contains various covenants that limit our managements discretion in the
operation of our business.

Our senior credit facility contains various covenants that restrict our ability to, among other things:



| |  |  | incur additional debt and issue preferred stock;
| | - |  | ------------------------------------------------



| |  |  | pay dividends and make other distributions;
| | - |  | -------------------------------------------



| |  |  | make investments and other restricted payments;
| | - |  | -----------------------------------------------



| |  |  | merge, consolidate or transfer all or substantially all of our assets;
| | - |  | ----------------------------------------------------------------------



| |  |  | enter into sale and leaseback transactions;
| | - |  | -------------------------------------------



| |  |  | create liens;
| | - |  | -------------



| |  |  | sell assets or stock of our subsidiaries; and
| | - |  | ---------------------------------------------



| |  |  | enter into transactions with affiliates.
| | - |  | ----------------------------------------

Our bank credit facility agreement does not contain financial covenant ratio requirements, but does provide for default in the event Nexstar does not comply with all covenants contained in its credit agreement. Future financing agreements
may contain financial covenants which could limit our managements ability to operate our business at its discretion, and consequently we may be unable to compete effectively, pursue acquisitions or take advantage of new business opportunities,
any of which could harm our business.

If we fail to comply with the restrictions in present or future financing agreements, a default may
occur. A default could allow creditors to accelerate the related debt as well as any other debt to which a cross-acceleration or cross-default provision applies. A default could also allow creditors to foreclose on any collateral securing such debt.

Our ability to continue as a going concern is dependent on Nexstars pledge to continue the local services agreements described in a
letter of support dated March 27, 2009. Nexstars senior secured credit facility agreement contains covenants which require them to comply with certain financial ratios, including: (a) maximum total and senior leverage ratios, (b) a minimum
interest coverage ratio, and (c) a minimum fixed charge coverage ratio. The covenants, which are calculated on a quarterly basis, include the combined results of Nexstar Broadcasting and us. Our senior secured credit facility agreement does not
contain financial covenant ratio requirements; however it does include an event of default if Nexstar does not comply with all covenants contained in its credit agreement. As of December 31, 2008 and at each respective quarterly reporting period
during 2008, Nexstar was in compliance with all covenants contained in the credit agreements governing our senior secured credit facility and the indentures governing the publicly-held notes.

On March 30, 2009, Nexstar closed an offer to exchange $143,600,000 of the 7% senior subordinated notes due 2014 in exchange for $143,600,000 7% senior
subordinated PIK Notes due 2014 (the PIK Notes). Based on the financial covenants in the Nexstar senior secured credit facility, the PIK Notes are not included in the debt amount used to calculate the total leverage ratio until January
2011. In addition to the debt exchange, Nexstar has undertaken certain actions as part of their efforts to ensure they do not exceed the maximum total leverage and senior leverage ratios including 1) the elimination of corporate bonuses for 2008 and
2009, 2) the consolidation of various back office processes in certain markets , 3) the execution of a management services agreement whereby Nexstar operates four stations in exchange for a service fee , and 4) the consummation of a purchase
agreement on March 11, 2009 to acquire all the assets of KARZ.

In addition to the above items, Nexstars plans for 2009 include
certain other cost containment measures, including one week Company furloughs for all employees, if necessary. Nexstar believes the consummation of the exchange offer combined with the actions described above, will allow them to maintain compliance
with all covenants contained in the credit agreements governing their senior secured credit facility and the indentures governing their publicly held notes for a period of at least the next twelve months from December 31, 2008. However, no assurance
can be provided that Nexstars actions will be successful or that such actions will allow them to maintain compliance with these covenants.

We
guarantee the aggregate principal amount of $200.0 million of senior subordinated notes and the aggregate principal amount of $182.1 million of outstanding bank facility term and revolving loans issued or drawn by Nexstar Broadcasting, Inc.

If Nexstar, which is highly leveraged with debt, is unable to meet its obligations under the indenture governing its senior subordinated
notes or its senior credit facility agreement, we can be held liable for those obligations under guarantees. Additionally, Nexstar has $58.5 million of unused revolver commitments available under its senior credit facility, which is also
guaranteed by us.

Our broadcast operations could be adversely affected if our stations fail to maintain or renew their network affiliation
agreements on favorable terms, or at all.

Due to the quality of the programming provided by the networks, stations that are
affiliated with a network generally have higher ratings than unaffiliated independent stations in the same market. As a result, it is important for stations to maintain their network affiliations. All of the stations that we operate have network
affiliation agreements  3 stations have primary affiliation agreements with NBC, 2 with CBS, 4 with ABC, 5 with Fox and 2 with MyNetworkTV. Each of NBC, CBS and ABC generally provides affiliated stations with up to 22 hours of prime time
programming per week, while each of Fox and MyNetworkTV provides affiliated stations with up to 15 hours of prime time programming per week. In return, affiliated stations broadcast the respective networks commercials during the network
programming. Under the affiliation agreements with NBC, CBS and ABC, most of the stations we operate also receive compensation from these networks.

All of the network affiliation agreements of the stations that we own and operate are scheduled to expire at various times beginning in June 2010 through June 2015. Network affiliation agreements are also subject to earlier termination by
the networks under limited circumstances. For more information regarding these network affiliation agreements, see Item 1. BusinessNetwork Affiliations.

The FCC could decide not to grant renewal of the FCC license of any of the stations we operate which would require that station to cease operations.

Television broadcast licenses are granted for a maximum term of eight years and are subject to renewal upon application to the FCC. The FCC is required
to grant an application for license renewal, if during the preceding term, the station served the public interest, the licensee did not commit any serious violations of the Communications Act or the FCCs rules, and the licensee committed no
other violations of the Communications Act or the FCCs rules which, taken together, would constitute a pattern of abuse. A majority of renewal applications are routinely granted under this standard. If a licensee fails to meet this standard
the FCC may still grant renewal on terms and conditions that it deems appropriate, including a monetary forfeiture or renewal for a term less than the normal eight-year period.



11



---

##### Table of Contents

##### Index to Financial Statements

On January 3, 2006, Cable America Corporation (Cable America)`submitted a petition to
deny the applications for renewal of license for Nexstars station, KSFX, and our station, KOLR, both licensed to Springfield, Missouri. Cable America alleged that Nexstars local service agreement arrangements with us give Nexstar
improper control over our operations. We and Nexstar submitted a joint opposition to this petition to deny and Cable America submitted a reply. Cable America subsequently requested that the FCC dismiss its petition. However, the petition remains
pending with the FCC.

We began to submit renewal of license applications for our stations beginning in April 2005. We expect the FCC to
renew the licenses for our stations in due course.

Our growth may be limited if we are unable to implement our acquisition strategy.

We intend to continue our growth by selectively pursuing acquisitions of television stations. The television broadcast industry is
undergoing consolidation, which may reduce the number of acquisition targets and increase the purchase price of future acquisitions. Some of our competitors may have greater financial or management resources with which to pursue acquisition targets.
Therefore, even if we are successful in identifying attractive acquisition targets, we may face considerable competition and our acquisition strategy may not be successful.

FCC rules and policies may also make it more difficult for us to acquire additional television stations. Television station acquisitions are subject to
the approval of the FCC and, potentially, other regulatory authorities. The need for FCC and other regulatory approvals could restrict our ability to consummate future transactions if, for example, the FCC or other government agencies believe that a
proposed transaction would result in excessive concentration in a market, even if the proposed combinations may otherwise comply with FCC ownership limitations.

Growing our business through acquisitions involves risks and if we are unable to manage effectively our rapid growth, our operating results will suffer.

We have experienced rapid growth. Since January 1, 2003, we have tripled the number of stations that we operate, having acquired 10
stations. We will continue to actively pursue additional acquisition opportunities. To manage effectively our growth and address the increased reporting requirements and administrative demands that will result from future acquisitions, we will need,
among other things, to continue to develop our financial and management controls and management information systems. We will also need to continue to identify, attract and retain highly skilled finance and management personnel. Failure to do any of
these tasks in an efficient and timely manner could seriously harm our business.

There are other risks associated with growing our
business through acquisitions. For example, with any past or future acquisition, there is the possibility that:



| |  |  | we may not be able to successfully reduce costs, increase advertising revenue or audience share or realize anticipated synergies and economies of scale with respect
to any acquired station;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | an acquisition may increase our leverage and debt service requirements or may result in our assuming unexpected liabilities;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------



| |  |  | our management may be reassigned from overseeing existing operations by the need to integrate the acquired business;
| | - |  | --------------------------------------------------------------------------------------------------------------------



| |  |  | we may experience difficulties integrating operations and systems, as well as, company policies and cultures;
| | - |  | -------------------------------------------------------------------------------------------------------------



| |  |  | we may fail to retain and assimilate employees of the acquired business; and
| | - |  | ----------------------------------------------------------------------------



| |  |  | problems may arise in entering new markets in which we have little or no experience.
| | - |  | ------------------------------------------------------------------------------------

The occurrence of any of these events could have a material adverse effect on our operating results, particularly during the period immediately following
any acquisition.

The FCC may decide to terminate grandfathered time brokerage agreements.

The FCC attributes time brokerage agreements and local marketing agreements (TBAs) to the programmer under its ownership limits if the
programmer provides more than 15% of a stations weekly broadcast programming. However, TBAs entered into prior to November 5, 1996 are exempt attributable interests for now.

The FCC will review these grandfathered TBAs in the future. During this review, the FCC may determine to terminate the
grandfathered period and make all TBAs fully attributable to the programmer. If the FCC does so, we will be required to terminate the TBAs with Nexstar for stations WFXP and KHMT unless the FCC simultaneously changes its duopoly rules to
allow ownership of two stations in the applicable markets.



12



---

##### Table of Contents

##### Index to Financial Statements

Failure to construct full-power DTV facilities may lead to a loss of station coverage area or other FCC sanctions.

Television broadcasters are currently broadcasting both analog and DTV signals. In February 2009, President Obama signed into
law legislation that established June 12, 2009 as the deadline for television broadcasters to complete their transition to DTV-only operations and return their analog spectrum to the FCC. The DTV transmission system delivers video and audio
signals of higher quality (including high definition television) than the existing analog transmission system. DTV also has substantial capabilities for multiplexing (the broadcast of several channels of programs concurrently) and data transmission.
The introduction of digital television requires consumers to purchase new television sets that are capable of receiving and displaying the DTV signals, or adapters to receive DTV signals and convert them to analog signals for display on their
existing receivers.

For the transition period, the FCC allotted each licensed television station a second channel for broadcast of a DTV
signal. Stations may broadcast with both analog and DTV signals until June 12, 2009; however all stations must be broadcasting in at least low power digital. Stations are required to simulcast 100% of their analog programming on their DTV
channel during the transition period.

As of December 31, 2008, Missions stations WFXP, WUTR, WTVO, WYOU, KCIT, KTVE, KAMC and
KRBC were broadcasting with full-power DTV signals. As of February 17, 2009, Missions stations WYOU, KJTL, KSAN, KAMC and WTVO have terminated analog operations and are broadcasting exclusively in DTV. On March 17, 2009, Mission
informed the FCC that station KRBC would be terminating analog operations and broadcasting exclusively in DTV as of May 12, 2009, that station WFXP would be terminating analog operations and broadcasting exclusively in DTV as of April 17,
2009, that stations KHMT, KTVE and KOLR would be terminating analog operations and broadcasting exclusively in DTV as of April 16, 2009, and that stations KCIT, KODE, WFXW and WUTR would be terminating analog operations and broadcasting
exclusively in DTV as of the final DTV transition date of June 12, 2009. Stations that fail to meet the deadlines for termination of analog operations set forth in their March 17, 2009 filings at the FCC may face monetary forfeitures
imposed by the FCC.

In addition, WFXW holds a construction permit issued by the FCC to build higher-power DTV facilities by
August 18, 2009. WFXW is expected to complete construction on or before that deadline. If WFXW does not meet that deadline, it may lose interference protection in certain geographic areas authorized by its construction permit.

FCC actions may restrict our ability to enter into local service agreements with Nexstar, which would harm our operations.

We have entered into local service agreements with Nexstar for our stations. While all of our existing local service agreements comply with FCC rules and
policies, we cannot assure you that the FCC will continue to permit local service agreements as a means of creating substantial operating efficiencies, and the FCC may challenge our existing arrangements with Nexstar in the future.

On August 2, 2004, the FCC initiated a rule making proceeding to determine whether to make television joint sales agreements attributable
under its ownership rules. Comments and reply comments were filed in this proceeding in the fourth quarter of 2004. The FCC has not yet issued a decision in this proceeding. However, if the FCC adopts a JSA attribution rule for television stations
we will be required to comply with the rule.

Cable America has alleged that our local service agreements with Nexstar give Nexstar
improper control over our operations. If the FCC challenges our existing arrangements with Nexstar and determines that our arrangements violate the FCCs rules and policies, we may be required to terminate such arrangements and we could be
subject to sanctions, fines and/or other penalties.

We have a material amount of goodwill and intangible assets, and therefore we could suffer
losses due to future asset impairment charges.

As of December 31, 2008, approximately $72.0 million, or 65.4%, of total assets
consisted of unamortized goodwill and intangible assets, including FCC licenses and network affiliation agreements. We recorded an impairment charge of $11.4 million during the year ended December 31, 2008 that included an impairment to the carrying
value of FCC licenses of $8.7 million, related to 9 of our television stations; an impairment to the carrying value of network affiliation agreements of $1.4 million related to 2 of our television stations; and an impairment to the carrying values
of goodwill of $1.3 million, related to 3 of our television stations. We test goodwill and FCC licenses annually, and on an interim date if factors or indicators become apparent that would require an interim test of these assets, in accordance with
Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets. We test network affiliation agreements whenever circumstances or indicators become apparent the asset may not be recoverable through expected
future cash flows. The methods used to evaluate the impairment of our goodwill and intangible assets would be affected by a significant reduction in operating results or cash flows at one or more of our television stations, or a forecast of such
reductions, a significant adverse change in the advertising marketplaces in which our television stations operate, the loss of network affiliations, or by adverse changes to FCC ownership rules, among others, which may be beyond our control. If the
carrying amount of goodwill and intangible assets is revised downward due to impairment, such non-cash charge could materially affect our financial position and results of operations.



13



---

##### Table of Contents

##### Index to Financial Statements

Risks Related to Our Industry

Preemption of regularly scheduled programming by network news coverage may affect our revenue and results of operations.

We may experience a loss of advertising revenue and incur additional broadcasting expenses due to preemption of our regularly scheduled programming by network coverage of a major global news event such as a war or terrorist attack. As a
result, advertising may not be aired and the revenue for such advertising may be lost unless the station is able to run the advertising at agreed-upon times in the future. Advertisers may not agree to run such advertising in future time periods, and
space may not be available for such advertising. The duration of such preemption of local programming cannot be predicted if it occurs. In addition, our stations may incur additional expenses as a result of expanded news coverage of a war or
terrorist attack. The loss of revenue and increased expenses could negatively affect our results of operations.

The industry-wide mandatory
conversion to digital television will require us to make significant capital expenditures without assurance that we will remain competitive with other developing technologies.

The conversion from broadcasting in the analog broadcast format to the digital broadcast format is expensive. This conversion required an average initial
capital expenditure of approximately $0.2 million per station for low-power transmission of digital signal programming. Digital conversion expenditures were $7.3 million, $2.3 million and $2.1 million, respectively, for the years ended
December 31, 2008, 2007 and 2006.

Since digital technology allows broadcasting of multiple channels within the additional allocated
spectrum, this technology could expose us to additional competition from programming alternatives.

Technological advancements and the
resulting increase in programming alternatives, such as cable television, DBS systems, pay-per-view, home video and entertainment systems, video-on-demand and the Internet, have created new types of competition to television broadcast stations and
will also increase competition for household audiences and advertisers.

If direct broadcast satellite companies do not carry the stations that we
own and operate, we could lose audience share and revenue.

Direct broadcast satellite television companies are permitted to
transmit local broadcast television signals to subscribers in local markets provided that they offer to carry all local stations in that market. However, satellite providers have limited satellite capacity to deliver local station signals in local
markets. Satellite providers, such as DirecTV and EchoStar, carry our stations in only some of our markets and may choose not to carry local stations in any of our other markets. DirecTV currently provides satellite carriage of our stations in the
Rockford, Springfield and Wilkes Barre-Scranton markets. EchoStar currently provides satellite carriage of our stations only in the Abilene-Sweetwater, Amarillo, Billings, Erie, Joplin, MO-Pittsburg, KS, Lubbock, Rockford, San Angelo, Springfield,
Terre Haute, Wichita Falls, TX-Lawton, OK and Wilkes Barre-Scranton markets. In those markets in which the satellite providers do not carry local station signals, subscribers to those satellite services are unable to view local stations without
making further arrangements, such as installing antennas and switches. Furthermore, when direct broadcast satellite companies do carry local television stations in a market, they are permitted to charge subscribers extra for such service. Some
subscribers may choose not to pay extra to receive local television stations. In the event subscribers to satellite services do not receive the stations that we own and operate, we could lose audience share which would adversely affect our revenue
and earnings.

The FCC can sanction us for programming broadcast on our stations which it finds to be indecent.

In 2004, the FCC began to impose substantial fines on television broadcasters for the broadcast of indecent material in violation of the Communications
Act and its rules. The FCC also revised its indecency review analysis to more strictly prohibit the use of certain language on broadcast television. Because our stations programming is in large part comprised of programming provided by the
networks with which the stations are affiliated, we do not have full control over what is broadcast on our stations, and we may be subject to the imposition of fines if the FCC finds such programming to be indecent.

In addition, Congress recently increased the fines which may be imposed on a television broadcaster for an indecency violation to a maximum of $325
thousand per violation.



14



---

##### Table of Contents

##### Index to Financial Statements

Intense competition in the television industry could limit our growth and impair our ability to become profitable.

As a television broadcasting company, we face a significant level of competition, both directly and indirectly. Generally we
compete for our audience against all the other leisure activities in which one could choose to engage rather than watch television. Specifically, stations we own compete for audience share, programming and advertising revenue with other television
stations in their respective markets and with other advertising media, including newspapers, radio stations, cable television, DBS systems and the Internet.

The entertainment and television industries are highly competitive and are undergoing a period of consolidation. Many of our current and potential competitors have greater financial, marketing, programming and
broadcasting resources than we do. The markets in which we operate are also in a constant state of change arising from, among other things, technological improvements and economic and regulatory developments. Technological innovation and the
resulting proliferation of television entertainment, such as cable television, wireless cable, satellite-to-home distribution services, pay-per-view and home video and entertainment systems, have fractionalized television viewing audiences and have
subjected free over-the-air television broadcast stations to increased competition. We may not be able to compete effectively or adjust our business plans to meet changing market conditions. We are unable to predict what form of competition will
develop in the future, the extent of the competition or its possible effects on our businesses.

The FCC could implement legislation and/or
regulations that might have a significant impact on the operations of the stations we own and operate or the television broadcasting industry as a whole.

The FCCs ongoing rule making proceeding concerning implementation of the transition from analog to digital television broadcasts is likely to have a significant impact on the television industry and the
operation of our stations. The FCC has initiated proceedings to determine whether to make TV joint sales agreements attributable interests under its ownership rules; to determine whether it should establish formal rules under which broadcasters will
be required to serve the local public interest; and to determine whether to modify or eliminate certain of its broadcast ownership rules, including the radio-television cross-ownership rule and the newspaper-television cross-ownership rule. A change
to any of these rules may have a significant impact on us and the stations we own and operate.

In addition, the FCC may decide to initiate
other new rule making proceedings on its own or in response to requests from outside parties, any of which might have such an impact. Congress also may act to amend the Communications Act in a manner that could impact our stations and the stations
we provide services to or the television broadcast industry in general.



|Item 1B. | Unresolved Staff Comments
|-------- | -------------------------

None



15



---

##### Table of Contents

##### Index to Financial Statements

|Item 2. | Properties
|------- | ----------

We own and lease facilities in the
following locations:



|                                          |  |                |  |                                       |  |                   
|----------------------------------------- |  | -------------- |  | ------------------------------------- |  | ------------------
|Station Metropolitan Area and Use         |  | Owned orLeased |  | SquareFootage/AcreageApproximate Size |  | Expirationof Lease
|WYOUWilkes Barre-Scranton, PA            |  |                |  |                                       |  |                   
|Office-Studio(1)                          |  |               |  |                                      |  |                  
|Tower/Transmitter SitePenobscot Mountain |  | 100% Owned     |  | 120.33 Acres                          |  |                  
|Tower/Transmitter SiteBald Mountain      |  | 100% Owned     |  | 7.2 Acres                             |  |                  
|Tower/Transmitter SiteWilliamsport       |  | 33% Owned      |  | 1.35 Acres                            |  |                  
|Tower/Transmitter SiteSharp Mountain     |  | 33% Owned      |  | 0.23 Acres                            |  |                  
|Tower/Transmitter SiteStroudsburg        |  | Leased         |  | 10,000 Sq. Ft.                        |  | Month to Month    
|                                          |  |                | 
|WFXWTerre Haute, IN                      |  |                |  |                                       |  |                   
|Office-Studio(2)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | 100% Owned     |  | 1 Acre                                |  |                  
|                                          |  |                | 
|WFXPErie, PA                             |  |                |  |                                       |  |                   
|Office-Studio(3)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 1 Sq. Ft.                             |  | 6/30/09           
|                                          |  |                | 
|KJTLWichita Falls, TXLawton, OK         |  |                |  |                                       |  |                   
|Office-Studio(4)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 40 Acres                              |  | 1/30/15           
|                                          |  |                | 
|KJBO-LPWichita Falls, TX-Lawton, OK      |  |                |  |                                       |  |                   
|Office-Studio(4)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 5 Acres                               |  | Year to Year      
|                                          |  |                | 
|KODEJoplin, MO-Pittsburg, KS             |  |                |  |                                       |  |                   
|Office-Studio                             |  | 100% Owned     |  | 2.74 Acres                            |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 215 Sq. Ft.                           |  | 5/1/27            
|                                          |  |                | 
|KRBCAbilene-Sweetwater, TX               |  |                |  |                                       |  |                   
|Office-Studio                             |  | 100% Owned     |  | 5.42 Acres                            |  |                  
|Office-Studio                             |  | 100% Owned     |  | 19,312 Sq. Ft.                        |  |                  
|Tower/Transmitter Site                    |  | 100% Owned     |  | 12.78 Acres                           |  |                  
|                                          |  |                | 
|KSANSan Angelo, TX                       |  |                |  |                                       |  |                   
|Office-Studio(5)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 10 Acres                              |  | 5/15/09           
|Microwave Relay Station                   |  | Leased         |  | 0.3 Acres                             |  | 10/31/09          
|                                          |  |                | 
|KOLRSpringfield, MO                      |  |                |  |                                       |  |                   
|Office-Studio                             |  | 100% Owned     |  | 30,000 Sq. Ft.                        |  |                  
|Office-Studio                             |  | 100% Owned     |  | 7 Acres                               |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 0.5 Acres                             |  | 5/12/21           
|                                          |  |                | 
|KCIT/KCPN-LPAmarillo, TX                 |  |                |  |                                       |  |                   
|Office-Studio(6)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 100 Acres                             |  | 5/12/21           
|Tower/Transmitter SiteParmer County, TX  |  | Leased         |  | 80 Sq. Ft.                            |  | Month to Month    
|Tower/Transmitter SiteGuyman, OK         |  | Leased         |  | 80 Sq. Ft.                            |  | Month to Month    
|Tower/Transmitter SiteCurry County, NM   |  | Leased         |  | 6 Acres                               |  | Month to Month    
|                                          |  |                | 
|KTVEMonroe, LA-El Dorado, AR             |  |                |  |                                       |  |                   
|Office-Studio(9)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 2 Acres                               |  | 4/30/32           
|Tower/Transmitter Site  El Dorado        |  | Leased         |  | 3 Acres                               |  | 4/30/32           
|Tower/Transmitter Site  Union Parrish    |  | Leased         |  | 2.7 Acres                             |  | 4/30/32           
|Tower/Transmitter Site  Bolding          |  | Leased         |  | 11.5 Acres                            |  | 4/30/32           
|                                          |  |                | 
|KAMCLubbock, TX                          |  |                |  |                                       |  |                   
|Office-Studio(7)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 40 Acres                              |  | 5/12/21           
|Tower/Transmitter Site                    |  | Leased         |  | 1,200 Sq. Ft.                         |  | Month to Month    
|                                          |  |                | 
|KHMTBillings, MT                         |  |                |  |                                       |  |                   
|Office-Studio(8)                          |  |               |  |                                      |  |                  
|Tower/Transmitter Site                    |  | Leased         |  | 4 Acres                               |  | 5/12/21           



16



---

##### Table of Contents

##### Index to Financial Statements

|                                     |  |                |  |                                       |  |                   
|------------------------------------ |  | -------------- |  | ------------------------------------- |  | ------------------
|Station Metropolitan Area and Use    |  | Owned orLeased |  | SquareFootage/AcreageApproximate Size |  | Expirationof Lease
|WUTRUtica, NY                       |  |                |  |                                       |  |                   
|Office-Studio                        |  | 100% Owned     |  | 12,100 Sq. Ft.                        |  |                  
|Tower/Transmitter Site               |  | 100% Owned     |  | 21 Acres                              |  |                  
|                                     |  |                | 
|WTVORockford, IL                    |  |                |  |                                       |  |                   
|Office-Studio-Tower/Transmitter Site |  | 100% Owned     |  | 20,000 Sq. Ft.                        |  |                  
|                                     |  |                | 
|Corporate OfficeBrecksville, OH     |  | Leased         |  | 540 Sq. Ft.                           |  | 10/31/10          



|(1) | The office space and studio used by WYOU are owned by Nexstar.
|--- | --------------------------------------------------------------

|(2) | The office space and studio used by WFXW are owned by Nexstar.
|--- | --------------------------------------------------------------

|(3) | The office space and studio used by WFXP are owned by Nexstar.
|--- | --------------------------------------------------------------

|(4) | The office space and studio used by KJTL and KJBO-LP are owned by Nexstar.
|--- | --------------------------------------------------------------------------

|(5) | The office space and studio used by KSAN are owned by Nexstar.
|--- | --------------------------------------------------------------

|(6) | The office space and studio used by KCIT/KCPN-LP are owned by Nexstar.
|--- | ----------------------------------------------------------------------

|(7) | The office space and studio used by KAMC are owned by Nexstar.
|--- | --------------------------------------------------------------

|(8) | The office space and studio used by KHMT are owned by Nexstar.
|--- | --------------------------------------------------------------

|(9) | The office space and studio used by KTVE are owned by Nexstar.
|--- | --------------------------------------------------------------



|Item 3. | Legal Proceedings
|------- | -----------------

From time to time, we are
involved in litigation that arises from the ordinary operations of our business, such as contractual or employment disputes or other general actions. In the event of an adverse outcome of these proceedings, we believe the resulting liabilities would
not have a material adverse effect on our financial condition or results of operations.



|Item 4. | Submission of Matters to a Vote of Security Holders
|------- | ---------------------------------------------------

We did not submit any matter to a vote of our sole shareholder during the fourth quarter of 2008.



17



---

##### Table of Contents

##### Index to Financial Statements

PART II



|Item 5. | Market For Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information
|------- | -------------------------------------------------------------------------------------------------------------------------------

As of December 31, 2008, Missions common stock was not traded on any market and David S. Smith, the sole shareholder of Mission, held 1,000
shares of common stock. Mission has never paid any dividends.



|Item 6. | Selected Financial Data
|------- | -----------------------

We have derived the
following consolidated statement of income data for 2008, 2007, and 2006 and consolidated balance sheet data as of December 31, 2008 and 2007 from our financial statements included herein. We have derived the following statement of income data for
2005 and 2004 and consolidated balance sheet data as of December 31, 2006, 2005, and 2004 from our 2006 Form 10-K filed on March 15, 2007 and our 2005 Form 10-K filed on March 31, 2006. This information should be read in conjunction with
Managements Discussion and Analysis of Financial Condition and Results of Operations and our Consolidated Financial Statements and the related Notes to Consolidated Financial Statements, which are included herein.



|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|---------------------------------------------------------------------------------------------------------------- |  | ------------------------------- | -------- | - | ---- | - | ------- | ---- |  | - | ------- | - |  | ---- | ------- | - |  | - | ------- | -
|                                                                                                                 |  | Fiscal years ended December 31, |         
|                                                                                                                 |  | 2008                            |          |   | 2007 |   |         | 2006 |  |   | 2005    |   |  | 2004 |        
|                                                                                                                 |  | (in thousands)                  |         
|Statement of Operations Data:                                                                                    |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Net broadcast revenue(1)                                                                                         |  | $                               | 6,635    |   |      | $ | 6,726   |      |  | $ | 5,757   |   |  | $    | 4,959   |   |  | $ | 15,542  |  
|Revenue from Nexstar Broadcasting, Inc.(2)                                                                       |  |                                 | 35,283   |   |      |   | 30,556  |      |  |   | 32,556  |   |  |      | 28,141  |   |  |   | 21,186  |  
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Net revenue                                                                                                      |  |                                 | 41,918   |   |      |   | 37,282  |      |  |   | 38,313  |   |  |      | 33,100  |   |  |   | 36,728  |  
|Operating expenses (income):                                                                                     |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Direct operating expenses (exclusive of depreciation and amortization shown separately below)                    |  |                                 | 6,405    |   |      |   | 5,148   |      |  |   | 4,710   |   |  |      | 4,271   |   |  |   | 3,935   |  
|Selling, general and administrative expenses (exclusive of depreciation and amortization shown separately below) |  |                                 | 2,595    |   |      |   | 2,280   |      |  |   | 2,390   |   |  |      | 2,232   |   |  |   | 4,639   |  
|Fees incurred pursuant to local service agreements with Nexstar Broadcasting, Inc.(3)                            |  |                                 | 8,090    |   |      |   | 7,860   |      |  |   | 7,820   |   |  |      | 11,400  |   |  |   | 13,167  |  
|Impairment of goodwill                                                                                           |  |                                 | 1,289    |   |      |   |        |      |  |   |        |   |  |      |        |   |  |   |        |  
|Impairment of other intangible assets                                                                            |  |                                 | 10,149   |   |      |   |        |      |  |   |        |   |  |      |        |   |  |   |        |  
|Gain on asset exchange                                                                                           |  |                                 | (869     | ) |      |   | (317    | )    |  |   |        |   |  |      |        |   |  |   |        |  
|(Gain) loss on asset disposal, net                                                                               |  |                                 | (352     | ) |      |   | 92      |      |  |   | 12      |   |  |      | 94      |   |  |   | 3       |  
|Amortization of broadcast rights                                                                                 |  |                                 | 4,729    |   |      |   | 4,269   |      |  |   | 3,939   |   |  |      | 4,408   |   |  |   | 4,579   |  
|Depreciation and amortization                                                                                    |  |                                 | 8,740    |   |      |   | 8,603   |      |  |   | 8,682   |   |  |      | 8,918   |   |  |   | 8,064   |  
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Income from operations                                                                                           |  |                                 | 1,142    |   |      |   | 9,347   |      |  |   | 10,760  |   |  |      | 1,777   |   |  |   | 2,341   |  
|Interest expense                                                                                                 |  |                                 | (9,472   | ) |      |   | (12,344 | )    |  |   | (12,315 | ) |  |      | (9,193  | ) |  |   | (5,871  | )
|Loss on extinguishment of debt                                                                                   |  |                                 |         |   |      |   |        |      |  |   | (269    | ) |  |      | (508    | ) |  |   | (1,094  | )
|Interest income                                                                                                  |  |                                 | 53       |   |      |   | 92      |      |  |   | 60      |   |  |      | 30      |   |  |   | 18      |  
|Other income, net                                                                                                |  |                                 |         |   |      |   |        |      |  |   |        |   |  |      |        |   |  |   | 5       |  
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Loss before income taxes                                                                                         |  |                                 | (8,277   | ) |      |   | (2,905  | )    |  |   | (1,764  | ) |  |      | (7,894  | ) |  |   | (4,601  | )
|Income tax benefit (expense)                                                                                     |  |                                 | 737      |   |      |   | (1,135  | )    |  |   | (1,172  | ) |  |      | (1,330  | ) |  |   | (1,105  | )
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Loss before minority interest in consolidated entity                                                             |  |                                 | (7,540   | ) |      |   | (4,040  | )    |  |   | (2,936  | ) |  |      | (9,224  | ) |  |   | (5,706  | )
|Minority interest in consolidated entity                                                                         |  |                                 |         |   |      |   |        |      |  |   |        |   |  |      |        |   |  |   | 188     |  
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Net loss                                                                                                         |  | $                               | (7,540   | ) |      | $ | (4,040  | )    |  | $ | (2,936  | ) |  | $    | (9,224  | ) |  | $ | (5,518  | )
|                                                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|                                                                                                                 |  |                                 |          |   |     
|Balance Sheet Data (end of period):                                                                              |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Cash and cash equivalents                                                                                        |  | $                               | 1,426    |   |      | $ | 9,916   |      |  | $ | 3,577   |   |  | $    | 1,404   |   |  | $ | 6,981   |  
|Working capital deficit                                                                                          |  |                                 | (18,141  | ) |      |   | (11,995 | )    |  |   | (20,024 | ) |  |      | (23,406 | ) |  |   | (16,466 | )
|Net intangible assets and goodwill                                                                               |  |                                 | 71,995   |   |      |   | 82,226  |      |  |   | 87,588  |   |  |      | 92,984  |   |  |   | 98,750  |  
|Total assets                                                                                                     |  |                                 | 110,078  |   |      |   | 118,955 |      |  |   | 117,726 |   |  |      | 119,804 |   |  |   | 134,894 |  
|Total debt                                                                                                       |  |                                 | 174,087  |   |      |   | 175,814 |      |  |   | 170,541 |   |  |      | 172,268 |   |  |   | 172,740 |  
|Total shareholders deficit                                                                                      |  |                                 | (102,027 | ) |      |   | (94,487 | )    |  |   | (91,947 | ) |  |      | (89,011 | ) |  |   | (79,787 | )
|Cash Flow Data:                                                                                                  |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Net cash provided by (used for):                                                                                 |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Operating activities                                                                                             |  | $                               | 8,768    |   |      | $ | 3,908   |      |  | $ | 6,516   |   |  | $    | 3,220   |   |  | $ | (2,108  | )
|Investing activities                                                                                             |  |                                 | (15,531  | ) |      |   | (2,842  | )    |  |   | (2,616  | ) |  |      | (7,529  | ) |  |   | (22,144 | )
|Financing activities                                                                                             |  |                                 | (1,727   | ) |      |   | 5,273   |      |  |   | (1,727  | ) |  |      | (1,268  | ) |  |   | 29,376  |  
|Other Financial Data:                                                                                            |  |                                 |          |   |      |   |         |      |  |   |         |   |  |      |         |   |  |   |         |  
|Capital expenditures, net of proceeds from asset sales                                                           |  | $                               | 8,102    |   |      | $ | 2,455   |      |  | $ | 2,616   |   |  | $    | 1,400   |   |  | $ | 251     |  
|Cash payments for broadcast rights                                                                               |  |                                 | 1,773    |   |      |   | 1,678   |      |  |   | 1,726   |   |  |      | 2,211   |   |  |   | 2,080   |  



|(1) | Net broadcast revenue is defined as revenue, excluding revenue from Nexstar Broadcasting, Inc.
|--- | ----------------------------------------------------------------------------------------------

|(2) | We have joint sales agreements with Nexstar, which permits Nexstar to sell and retain a percentage of the net revenue from the advertising time on our stations in return for monthly
payments to us of the remaining percentage of the net revenue. We also have time brokerage agreements with Nexstar that allow Nexstar to program most of the broadcast time for us, sell the advertising time and retain the advertising revenue
generated in exchange for monthly payments to us.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) | We have shared services agreements with Nexstar, which allows the sharing of services including news production, technical maintenance and security, in exchange for Nexstars
right to receive certain payments from us.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



18



---

##### Table of Contents

##### Index to Financial Statements

|Item 7. | Managements Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

The following discussion and analysis should be read in conjunction with Item 6. Selected Financial Data and the financial statements and
related notes included in Part IV, Item 15(a) of this Annual Report on Form 10-K. As used in this discussion, unless the context indicates otherwise, Mission refers to Mission Broadcasting, Inc., and all references to
we, our, us and the Company refer to Mission.

Overview of Operations

As of December 31, 2008, we owned and operated 16 television stations. We have local service agreements with certain
television stations owned by Nexstar Broadcasting, Inc. (Nexstar), through which Nexstar provides various programming, sales or other services to our television stations. In order for both Nexstar and us to comply with Federal
Communications Commission (FCC) regulations, we maintain complete responsibility for and control over programming, finances, personnel and operations of our stations.

The following table summarizes the various local service agreements our stations had in effect as of December 31, 2008 with Nexstar:



|                   |  |                                                                                            
|------------------ |  | -------------------------------------------------------------------------------------------
|Service Agreements |  | Stations                                                                                   
|TBA Only (1)       |  | WFXP and KHMT                                                                              
|                   | 
|SSA & JSA (2)      |  | KJTL, KJBO-LP, KOLR, KCIT, KCPN-LP, KAMC, KRBC, KSAN, WUTR, WFXW, WYOU, KODE, KTVE and WTVO



|(1) | We have a time brokerage agreement (TBA) for each of these stations which allows Nexstar to program most of each stations broadcast time, sell each stations
advertising time and retain the advertising revenue generated in exchange for monthly payments to us.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | We have both a shared services agreement (SSA) and a joint services agreement (JSA) for each of these stations. The SSA allows the sharing of services
including news production, technical maintenance and security, in exchange for Nexstars right to receive certain payments from us as described in the SSAs. The JSAs permit Nexstar to sell and retain a percentage of the net revenue from the
stations advertising time in return for monthly payments to us of the remaining percentage of the net revenue, as described in the JSAs.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In conjunction with its acquisition of KTVE, the NBC affiliate in the Monroe, Louisiana  El Dorado, Arkansas market, effective January 16, 2008, Mission entered into a SSA and JSA with Nexstar. The terms of
the SSA and JSA are comparable to the terms of the SSAs and JSAs between Nexstar and Mission as discussed above.

The arrangements under
the SSAs and JSAs have had the effect of Nexstar receiving substantially all of the available cash, after debt service costs, generated by the stations listed above. The arrangements under the TBAs have also had the effect of Nexstar receiving
substantially all of the available cash generated by the TBA stations listed above. Mission anticipates that Nexstar will continue to receive substantially all of Missions available cash, after payments for debt service costs, generated by the
stations listed above. For more information about our local service agreements with Nexstar, refer to Note 5 of our financial statements in Part IV, Item 15(a) of this Annual Report on Form 10-K.

Nexstar Broadcasting Group, Inc. and its subsidiaries (Nexstar Broadcasting Group) guarantee all obligations incurred under our senior credit
facility. We are a guarantor of the senior credit facility entered into by Nexstar and the senior subordinated notes issued by Nexstar. In consideration of Nexstars guarantee of our senior credit facility, our sole shareholder has granted
Nexstar purchase options to acquire the assets and assume the liabilities of each of our television stations, subject to FCC consent. These option agreements (which expire on various dates between 2011 and 2018) are freely exercisable or assignable
by Nexstar without consent or approval by our sole shareholder. We expect these option agreements to be renewed upon expiration.

The
operating revenue of our stations is derived primarily from broadcast advertising revenue sold and collected by Nexstar and paid to us under the JSAs. Broadcast advertising revenue is affected by a number of factors, including the economic
conditions of the markets in which we operate, the demographic makeup of those markets and the marketing strategy employed in each market. Advertising revenue is positively affected by strong local economies, national and regional political election
campaigns, and certain events such as the Olympic Games or the Super Bowl. Because television broadcast stations rely on advertising revenue, declines in advertising budgets, particularly in recessionary periods, adversely affect the broadcast
industry, and as a result may contribute to a decrease in the revenue of broadcast television stations. The stations advertising revenue is generally highest in the second and fourth quarters of each year, due in part to increases in consumer
advertising in the spring and retail advertising in the period leading up to, and including, the holiday season. In addition, advertising revenue is generally higher during even-numbered years resulting from political advertising and advertising
aired during the Olympic Games.



19



---

##### Table of Contents

##### Index to Financial Statements

Each of our stations has a network affiliation agreement pursuant to which the network provides
programming to the station during specified time periods, including prime time. NBC, CBS and ABC compensate some of our affiliated stations for distributing the networks programming over the air and for allowing the network to keep a portion
of advertising inventory during those time periods. The affiliation agreements with Fox and MyNetworkTV do not provide for compensation. In recent years, in conjunction with the renewal of affiliation agreements with NBC, CBS and ABC, the amount of
network compensation has been declining from year to year. We expect this trend to continue in the future. Therefore, revenue associated with network compensation agreements is expected to decline in future years and may be eliminated altogether at
some point in time.

Each station acquires licenses to broadcast programming in non-news and non-network time periods. The licenses are
either purchased from a program distributor for cash or the program distributor is allowed to sell some of the advertising inventory as compensation to eliminate or reduce the cash cost for the license. The latter practice is referred to as barter
broadcast rights. The station records the estimated fair market value of the licenses, including any advertising inventory given to the program distributor, as a broadcast right asset and liability. Barter broadcast rights are recorded at
managements estimate of the value of the advertising time exchanged using historical advertising rates, which approximates the fair value of the program material received. The assets are amortized as a component of amortization of broadcast
rights. Amortization is computed using the straight-line method based on the license period or usage, whichever yields the greater expense. The cash broadcast rights liabilities are reduced by monthly payments while the barter liability is amortized
over the life of the contract as barter revenue.

Our primary operating expense consists of fixed monthly SSA fees paid to Nexstar for news
production and technical and other services. To a lesser extent our operating expenses include employee compensation and related benefits. A large percentage of the costs involved in the operation of our stations remains fixed.

Station Acquisitions

On
January 16, 2008, we completed our acquisition of KTVE, the NBC affiliate in Monroe, Louisiana-El Dorado, Arkansas, for total consideration of $7.8 million, exclusive of transaction costs. Pursuant to terms of the purchase agreement, we made an
initial payment of $0.4 million against the purchase price on June 27, 2007 to acquire substantially all of the assets of KTVE. We paid the remaining $7.4 million on January 16, 2008, exclusive of transaction costs, from available cash on
hand as of December 31, 2007.

Pending Transaction

On April 11, 2006, we and Nexstar filed an application with the FCC for consent to assignment of the license for KFTA Channel 24 (Ft. Smith,
Arkansas) from Nexstar to us. Consideration for this transaction is set at $5.6 million. Also in 2006, we entered into an affiliation agreement with the Fox network which provides Fox programming to KFTA. On August 28, 2006, we and Nexstar
entered into a local service agreement whereby we pay Nexstar for the right to broadcast programming on KFTA and Nexstar pays us for the right to sell all advertising time within certain time periods. The time brokerage agreement will terminate upon
the assignment of KFTAs FCC license from Nexstar to us. Upon completing the assignment of KFTAs license, we plan to enter into joint sales and shared services agreements with Nexstar-owned KNWA in Fort
Smith-Fayetteville-Springdale-Rogers, Arkansas, whereby KNWA will provide local news, sales and other non-programming services to KFTA. In March 2008, the FCC granted the application to assign the license for KFTA from Nexstar to Mission with
certain restrictions. Mission and Nexstar are appealing the restrictions.

Historical Performance

Revenue

The following table
sets forth the principal types of revenue earned by our stations for the periods indicated and each type of revenue (other than barter revenue and revenue from Nexstar Broadcasting, Inc.) as a percentage of total gross revenue:



|                                            |  |                         |        |      |       |        |   |        |  |        |  |   |        |  |      
|------------------------------------------- |  | ----------------------- | ------ | ---- | ----- | ------ | - | ------ |  | ------ |  | - | ------ |  | -----
|                                            |  | Year Ended December 31,
|                                            |  | 2008                    |        | 2007 |       | 2006  
|                                            |  | Amount                  |        | %    |       | Amount |   | %      |  | Amount |  | %
|                                            |  | (dollars in thousands) 
|Retransmission compensation                 |  | $                       | 2,982  |      | 72.8  |        | $ | 2,423  |  | 55.1   |  | $ | 2,018  |  | 56.1 
|Network compensation                        |  |                         | 1,013  |      | 24.7  |        |   | 1,842  |  | 41.8   |  |   | 1,460  |  | 40.6 
|Other                                       |  |                         | 101    |      | 2.5   |        |   | 136    |  | 3.1    |  |   | 117    |  | 3.3  
|                                            |  |                         |        |      |       |        |   |        |  |        |  |   |        |  |      
|Net broadcast revenue before barter revenue |  |                         | 4,096  |      | 100.0 |        |   | 4,401  |  | 100.0  |  |   | 3,595  |  | 100.0
|Barter revenue                              |  |                         | 2,539  |      |       |        |   | 2,325  |  |        |  |   | 2,162  |  |      
|Revenue from Nexstar Broadcasting, Inc.     |  |                         | 35,283 |      |       |        |   | 30,556 |  |        |  |   | 32,556 |  |      
|                                            |  |                         |        |      |       |        |   |        |  |        |  |   |        |  |      
|Net revenue                                 |  | $                       | 41,918 |      |       |        | $ | 37,282 |  |        |  | $ | 38,313 |  |      
|                                            |  |                         |        |      |       |        |   |        |  |        |  |   |        |  |      



20



---

##### Table of Contents

##### Index to Financial Statements

Results of Operations

The following table sets forth a summary of our operations for the periods indicated and their percentages of net revenue:



|                                                                                   |  |                         |        |   |      |       |   |        |   |        |   |  |       |        |  |   |        |  |      
|---------------------------------------------------------------------------------- |  | ----------------------- | ------ | - | ---- | ----- | - | ------ | - | ------ | - |  | ----- | ------ |  | - | ------ |  | -----
|                                                                                   |  | Year Ended December 31,
|                                                                                   |  | 2008                    |        |   | 2007 |       |   | 2006  
|                                                                                   |  | Amount                  |        |   | %    |       |   | Amount |   |        | % |  |       | Amount |  | %
|                                                                                   |  | (dollars in thousands) 
|Net revenue                                                                        |  | $                       | 41,918 |   |      | 100.0 |   |        | $ | 37,282 |   |  | 100.0 |        |  | $ | 38,313 |  | 100.0
|Operating expenses (income):                                                       |  |                         |        |   |      |       |   |        |   |        |   |  |       |        |  |   |        |  |      
|Corporate expenses                                                                 |  |                         | 908    |   |      | 2.2   |   |        |   | 954    |   |  | 2.6   |        |  |   | 941    |  | 2.5  
|Station direct operating expenses                                                  |  |                         | 6,405  |   |      | 15.3  |   |        |   | 5,148  |   |  | 13.8  |        |  |   | 4,710  |  | 12.3 
|Selling, general and administrative expenses                                       |  |                         | 1,687  |   |      | 4.0   |   |        |   | 1,326  |   |  | 3.6   |        |  |   | 1,449  |  | 3.8  
|Fees incurred pursuant to local service agreements with Nexstar Broadcasting, Inc. |  |                         | 8,090  |   |      | 19.3  |   |        |   | 7,860  |   |  | 21.1  |        |  |   | 7,820  |  | 20.4 
|Gain on asset exchange                                                             |  |                         | (869   | ) |      | (2.1  | ) |        |   | (317   | ) |  | (0.9  | )      |  |   |       |  |     
|(Gain) loss on asset disposal, net                                                 |  |                         | (352   | ) |      | (0.8  | ) |        |   | 92     |   |  | 0.2   |        |  |   | 12     |  |     
|Trade and barter expense                                                           |  |                         | 2,539  |   |      | 6.1   |   |        |   | 2,325  |   |  | 6.2   |        |  |   | 2,162  |  | 5.6  
|Depreciation and amortization                                                      |  |                         | 8,740  |   |      | 20.9  |   |        |   | 8,603  |   |  | 23.1  |        |  |   | 8,682  |  | 22.7 
|Impairment of goodwill                                                             |  |                         | 1,289  |   |      | 3.1   |   |        |   |       |   |  |      |        |  |   |       |  |     
|Impairment of other intangible assets                                              |  |                         | 10,149 |   |      | 24.2  |   |        |   |       |   |  |      |        |  |   |       |  |     
|Amortization of broadcast rights, excluding barter                                 |  |                         | 2,190  |   |      | 5.2   |   |        |   | 1,944  |   |  | 5.2   |        |  |   | 1,777  |  | 4.6  
|                                                                                   |  |                         |        |   |      |       |   |        |   |        |   |  |       |        |  |   |        |  |      
|Income from operations                                                             |  | $                       | 1,142  |   |      |       |   |        | $ | 9,347  |   |  |       |        |  | $ | 10,760 |  |      
|                                                                                   |  |                         |        |   |      |       |   |        |   |        |   |  |       |        |  |   |        |  |      

Year Ended December 31, 2008 Compared to Year Ended December 31, 2007.

Revenue

Net revenue for the
year ended December 31, 2008, increased by $4.6 million, or 12.4%, from the same period in 2007. This increase was primarily attributed to the increase in revenue from Nexstar.

Revenue from Nexstar was $35.3 million for the year ended December 31, 2008, compared to $30.6 million for the same period in 2007, an increase of
$4.7 million, or 15.5%. The increase was primarily attributed to an increase in the political revenue that Nexstar generated from selling all of the advertising of our stations, which in turn increased the revenue we earned from Nexstar through the
JSAs.

Compensation from retransmission consent and network affiliation agreements was $4.0 million for the year ended December 31,
2008, compared to $4.3 million for the same period in 2007, a decrease of $0.3 million, or 6.3%. The increase was primarily due to an increase in the compensation we receive under retransmission consent agreements which resulted from increases in
the number cable and satellite subscribers in our markets.

Operating Expenses

Corporate expenses were $0.9 million for the year ended December 31, 2008. Corporate expense relates to costs associated with the centralized
management of our stations.

Station direct operating expenses, consisting primarily of news, engineering and programming, and selling,
general and administrative expenses increased by $1.6 million, or 25.0% for the year ended December 31, 2008, compared to the same period in 2007. Of the increase $1.2 million was due to the addition of KTVE which was acquired in January 2008.

Local service agreement fees associated with Nexstar relate to services provided by Nexstar in the production of newscasts, technical
maintenance, promotional and administrative support under the SSAs. SSA fees increased by $0.2 million, or 2.9%, for the year ended December 31, 2008 compared to the same period in 2007. These fees increased due to the addition of KTVE in
January 2008.

We recorded impairment charges of $11.4 million during 2008 that included an impairment to the carrying values of FCC
licenses of $8.7 million, related to 9 of our television stations; an impairment to the carrying value of network affiliation agreements of $1.4 million, related to 2 of our television stations; and an impairment to the carrying values of goodwill
of $1.3million, related to 3 of our television stations. See Note 7 in the Notes to Consolidated Financial Statements in Item 8.

Amortization of broadcast rights, excluding barter, increased by $0.2 million, or 12.7%, for the year ended December 31, 2008, compared to the same period in 2007. The increase was primarily due to the addition of KTVE in 2008.



21



---

##### Table of Contents

##### Index to Financial Statements

Amortization of intangible assets $5.4 million for both the years ended December 31, 2008 and 2007,
respectively.

Depreciation of property and equipment increased by $0.1 million, or 3.0%, for the year ended December 31, 2008,
compared to the same period in 2007.

For the years ended December 31, 2008 and 2007, we recognized non-cash gains of $0.9 million and
$0.3 million, respectively from the exchange of equipment under an arrangement we first transacted with Sprint Nextel Corporation in the third quarter of 2007. Additionally, we recognized a gain of $0.5 million related to an insurance recovery of a
casualty loss, partially offset by a loss on disposal of assets of $0.1 million.

Income from Operations

Income from operations was $1.1 million for the year ended December 31, 2008, compared to $9.3 million for the same period of 2007, a decrease of
$8.2 million, or 87.8%. Income from operations decreased primarily due to the non-cash impairment charge related to goodwill and other intangible assets, combined with an increase in operating costs from newly acquired KTVE, partially offset by the
increase in net revenue.

Interest Expense

Interest expense, including amortization of debt financing costs, decreased by $2.9 million, or 23.3%, for the year ended December 31, 2008, compared to the same period in 2007. The decrease in interest expense
was primarily attributed to lower average interest rates incurred during the year ended December 31, 2008 compared to the same period in 2007, partially offset by an increase in the average amount outstanding during 2008 under our senior credit
facility.

Income Taxes

Income tax benefit was $0.7 million for the year ended December 31, 2008, compared to income tax expense of $1.1 million for the same period in 2007, a decrease of $1.8 million. The decrease was primarily due to the
tax benefit recognized as a result of the impairment charge on indefinite-lived assets. Our provision for income taxes is primarily created by an increase in the deferred tax liabilities position during the year arising from the amortizing of
goodwill and other indefinite-lived intangible assets for income tax purposes which are not amortized for financial reporting purposes. The impairment charge reduced the book value and therefore decreased the deferred tax liability position. No tax
benefit was recorded with respect to the losses for 2008 and 2007, as the utilization of such losses is not likely to be realized in the foreseeable future.

Year Ended December 31, 2007 Compared to Year Ended December 31, 2006.

Revenue

Net revenue for the year ended December 31, 2007, decreased by $1.0 million, or 2.7%, from the same period in 2006. This decrease was primarily
attributed to the decrease in revenue from Nexstar, partially offset by increases in revenue from retransmission compensation and network compensation, as discussed below.

Revenue from Nexstar was $30.6 million for the year ended December 31, 2007, compared to $32.6 million for the same period in 2006, a decrease of
$2.0 million, or 6.1%. The decrease was primarily attributed to a decrease in the political revenue that Nexstar generated from selling all of the advertising of our stations, which in turn decreased the revenue we earned from Nexstar through the
JSAs.

Compensation from retransmission consent and network affiliation agreements was $4.3 million for the year ended December 31,
2007, compared to $3.5 million for the same period in 2006, an increase of $0.8 million, or 22.6%. The increase was primarily due to an increase in the compensation we receive under retransmission consent agreements which primarily resulted from
increases in the number cable and satellite subscribers in our markets.

Operating Expenses

Corporate expenses, related to costs associated with the centralized management of our stations, increased by $13 thousand, or 1.4% for the year ended
December 31, 2007, compared to the same period in 2006. The increase was primarily attributed to higher compensation costs incurred in 2007 compared to 2006, partially offset by a lower amount of audit and tax preparation fees incurred in 2007.

Station direct operating expenses, consisting primarily of news, engineering and programming, and selling, general and administrative
expenses increased by $0.3 million, or 5.1% for the year ended December 31, 2007, compared to the same period in 2006. The increase was primarily due to an increases in network affiliate related fees.



22



---

##### Table of Contents

##### Index to Financial Statements

Local service agreement fees associated with Nexstar relate to services provided by Nexstar in the
production of newscasts, technical maintenance, promotional and administrative support under the SSAs. SSA fees increased by $40 thousand, or 0.5%, for the year ended December 31, 2007 compared to the same period in 2006. These fees increased
in 2007 due to the TBA entered into with Nexstar-owned KFTA that did not commence until the third quarter of 2006.

Amortization of
broadcast rights, excluding barter, increased by $0.2 million, or 9.4%, for the year ended December 31, 2007, compared to the same period in 2006. The increase was primarily due to an increase in the amount of programming write-downs incurred
in 2007 compared to 2006.

Amortization of intangible assets was $5.4 million for both the years ended December 31, 2007 and 2006.

Depreciation of property and equipment increased by $0.1 million, or 1.4%, for the year ended December 31, 2007, compared to the same
period in 2006.

For the year ended December 31, 2007, we recognized a non-cash gain of $0.3 million from the exchange of equipment
under an arrangement we first transacted with Sprint Nextel Corporation in the third quarter of 2007.

Income from Operations

Income from operations was $9.3 million for the year ended December 31, 2007, compared to $10.8 million for the same period of
2006, a decrease of $1.5 million, or 13.1%. The decrease in income from operations for the year ended December 31, 2007 was primarily attributed to the decrease in total net revenue and increases in certain operating costs, partially offset by
the gain on asset exchange, as discussed above.

Interest Expense

Interest expense, including amortization of debt financing costs, increased by $29 thousand, or 0.2%, for the year ended December 31, 2007, compared
to the same period in 2006. The increase in interest expense was primarily attributed to higher average interest rates incurred during the year ended December 31, 2007 compared to the same period in 2006, partially offset by a reduction in the
average amount outstanding during 2007 under our senior credit facility.

Income Taxes

Income taxes were $1.1 million for the year ended December 31, 2007, compared to $1.2 million for the same period in 2006. The decrease in income
taxes was primarily due to a $0.3 million reduction in our deferred state income tax provision for the year ended December 31, 2007 resulting from the enactment of recent legislation revising the Texas Margin Tax and its computation of the
temporary credit for Texas business loss carryovers. The decrease was partially offset by a provision for current state income tax of $0.1 million for the year ended December 31, 2007 related to the Texas Margin Tax. Our provision for income
taxes is primarily created by an increase in the deferred tax liabilities position during the year arising from the amortizing of goodwill and other indefinite-lived intangible assets for income tax purposes which are not amortized for financial
reporting purposes. No tax benefit was recorded with respect to the losses for 2007 and 2006, as the utilization of such losses is not likely to be realized in the foreseeable future.

Liquidity and Capital Resources

We are highly leveraged, which makes us vulnerable to changes in
general economic conditions. Our ability to meet the future cash requirements described below depends on our ability to generate cash in the future, which is subject to general economic, financial, competitive, legislative, regulatory and other
conditions, many of which are beyond our control. Our ability to meet future cash requirements is also dependent upon the local service agreements we have entered into with Nexstar. Under our local service agreements, Nexstar sells our advertising
time and pays us a percentage of the amount collected. The payments we receive from Nexstar under the local service agreements are a significant component of our cash flows. On March 27, 2009, Nexstar represented to us that it will continue the
various local service agreements under which it provides sales and other services to our television stations thereby providing financial support to enable us to continue to operate as a going concern. We believe that with Nexstars pledge to
continue the local service agreements, our available cash, anticipated cash flow from operations and available borrowings under our senior credit facility should be sufficient to fund working capital, capital expenditure requirements, interest
payments and scheduled debt principal payments for at least the next twelve months from December 31, 2008. In order to meet future cash needs we may, from time to time, borrow under our available credit facility. We will continue to evaluate
the best use of our operating cash flow among capital expenditures, acquisitions and debt reduction.



23



---

##### Table of Contents

##### Index to Financial Statements

Overview

The following tables present summarized financial information management believes is helpful in evaluating the Companys liquidity and capital resources:



|                                                     |  |                         |         |   |      |   |        |      |  |   |        |  
|---------------------------------------------------- |  | ----------------------- | ------- | - | ---- | - | ------ | ---- |  | - | ------ | -
|                                                     |  | Year Ended December 31, |        
|                                                     |  | 2008                    |         |   | 2007 |   |        | 2006 | 
|                                                     |  | (in thousands)          |        
|Net cash provided by operating activities            |  | $                       | 8,768   |   |      | $ | 3,908  |      |  | $ | 6,516  |  
|Net cash used for investing activities               |  |                         | (15,531 | ) |      |   | (2,842 | )    |  |   | (2,616 | )
|Net cash provided by (used for) financing activities |  |                         | (1,727  | ) |      |   | 5,273  |      |  |   | (1,727 | )
|                                                     |  |                         |         |   |      |   |        |      |  |   |        |  
|Net increase (decrease) in cash and cash equivalents |  | $                       | (8,490  | ) |      | $ | 6,339  |      |  | $ | 2,173  |  
|                                                     |  |                         |         |   |      |   |        |      |  |   |        |  
|Cash paid for interest                               |  | $                       | 9,441   |   |      | $ | 12,369 |      |  | $ | 12,181 |  
|Cash paid for income taxes, net                      |  | $                       | 75      |   |      | $ |       |      |  | $ |       |  



|                                                           |  |                |         |      |   |        
|---------------------------------------------------------- |  | -------------- | ------- | ---- | - | -------
|                                                           |  | December 31,  
|                                                           |  | 2008           |         | 2007
|                                                           |  | (in thousands)
|Cash and cash equivalents                                  |  | $              | 1,426   |      | $ | 9,916  
|Long-term debt including current portion                   |  | $              | 174,087 |      | $ | 175,814
|Unused commitments under senior secured credit facility(1) |  | $              | 8,000   |      | $ | 8,000  



|(1) | As of December 31, 2008, all $8.0 million of total unused commitments under Missions credit facility were available for borrowing.
|--- | -----------------------------------------------------------------------------------------------------------------------------------

Cash Flows  Operating Activities

The comparative net cash flows provided by operating activities increased by $4.9 million during the year ended December 31, 2008 compared to the same period in 2007. The increase was primarily due to: (1) our increase in net
revenue of $4.6 million, partially offset by an increase in direct operating and general and administrative expenses of $1.6 million; (2) a decrease in cash paid for interest of $2.9 million; and (3) an increase of $0.7 million in cash
flows from deferred revenue, partially offset by a decrease of $1.5 million resulting from the timing of payments made to reduce our payable to Nexstar.

Cash paid for interest decreased $2.9 million for the year ended December 31, 2008 compared to the same period in 2007 due to lower average interest rates incurred in 2008 compared to 2007, partially offset by an
increase in the average amount outstanding during 2008 under the senior credit facility.

The comparative net cash flows provided by
operating activities decreased by $2.6 million during the year ended December 31, 2007 compared to the same period in 2006. The decrease was primarily due to (1) less favorable operating results as reflected in the $1.4 million increase in
net loss (excluding loss on extinguishment of debt), (2) a decrease of $0.7 million resulting from the timing of payments made for accounts payable and accrued expenses, and (3) a decrease of $0.4 million in cash flows from deferred
revenue, partially offset by an increase of $0.4 million resulting from the timing of payments made to reduce our payable to Nexstar.

Cash
paid for interest increased by $0.2 million during the year ended December 31, 2007 compared to the same period in 2006 due to higher interest rates in 2007 under our senior credit facility partially offset by a reduction in the average amount
outstanding during 2007 under our senior credit facility.

Due to our recent history of net operating losses, we currently do not pay any
federal income taxes. These net operating losses may be carried forward, subject to expiration and certain limitations, and used to reduce taxable earnings in future years. Through the use of available loss carryforwards, it is possible that we may
not pay significant amounts of federal income taxes in the foreseeable future.

Cash Flows  Investing Activities

The comparative net cash flows used for investing activities increased by $12.7 million during the year ended December 31,
2008 compared to the same period in 2007. Cash flows from investing activities consisted of cash used for capital additions and acquisition-related payments.

Capital expenditures were $8.2 million for the year ended December 31, 2008, compared to $2.5 million for the same period in 2007. The increase was primarily attributed to digital conversion expenditures, which
increased from $2.3 million in 2007 to $7.3 million in 2008.



24



---

##### Table of Contents

##### Index to Financial Statements

Acquisition related payments for the years ended December 31, 2008 and 2007 were $7.9 million and
$0.4 million, respectively, both of which were related to the acquisition of KTVE. The $0.4 million spent in 2007 related to the down payment on KTVE and the remainder was paid in 2008. There was no cash used for the acquisition of stations in 2006.

The comparative net cash used for investing activities increased by $0.2 million during the year ended December 31, 2007 compared to
the same period in 2006. Cash flows from investing activities consisted of cash used for capital additions and acquisition-related payments.

Capital expenditures were $2.5 million for the year ended December 31, 2007, compared to $2.6 million for the same period in 2006. The decrease was attributed to non-digital conversion expenditures which decreased by $0.3 million in
2007 compared to 2006, partially offset by digital conversion expenditures, which increased from $2.1 million for the year ended December 31, 2006 to $2.3 million for the same period in 2007.

Cash Flows  Financing Activities

The comparative net cash flows from financing activities decreased by $7.0 million during the year ended December 31, 2008 compared to the same period in 2007 due to $7.0 million of proceeds from revolving loan borrowings made in 2007
under our senior secured credit facility. The $7.0 million borrowing in December 2007 was made in contemplation of closing on our pending acquisition of KTVE. We made a remaining payment of $7.4 million on January 16, 2008 to complete our
acquisition of KTVE. Scheduled term loan maturities under our senior secured credit facility were $1.7 million for both the years ended December 31, 2008 and 2007.

The comparative net cash flows from financing activities increased by $7.0 million during the year ended December 31, 2007, compared to the same period in 2006 due to the revolving loan proceeds used to pay for
the KTVE acquisition discussed in the preceding paragraph.

Although our senior credit facility now allows for the payment of cash
dividends, we do not currently intend to declare or pay a cash dividend.

Future Sources of Financing and Debt Service Requirements

As of December 31, 2008, we had debt of $174.1million, which represented 241.6% of our total capitalization. Our high level of
debt requires that a substantial portion of cash flow be dedicated to pay principal and interest on debt which will reduce the funds available for working capital, capital expenditures, acquisitions and other general corporate purposes.

The total amount of borrowings available to us under the revolving loan commitment of our senior secured credit facility is based on covenant
calculations contained in Nexstars credit agreement. As of December 31, 2008, $8.0 million of total unused commitments under our credit facility were available for borrowing.

The following table summarizes the approximate aggregate amount of principal indebtedness scheduled to mature for the periods referenced as of
December 31, 2008:



|                               |  |                |         |      |   |           |  |           |       |            |   |         |  |   |  
|------------------------------ |  | -------------- | ------- | ---- | - | --------- |  | --------- | ----- | ---------- | - | ------- |  | - | -
|                               |  | Total          |         | 2009 |   | 2010-2011 |  | 2012-2013 |       | Thereafter
|                               |  | (in thousands)
|Mission senior credit facility |  | $              | 174,087 |      | $ | 1,727     |  | $         | 3,454 |            | $ | 168,906 |  | $ | 

Interest payments on our senior credit facility are generally paid every one to three months and
are payable based on the type of interest rate selected.

The terms of our senior credit facility limit, but do not prohibit, us from
incurring substantial amounts of additional debt in the future.

We do not have any rating downgrade triggers that would accelerate the
maturity dates of our debt. However, a downgrade in our credit rating could adversely affect our ability to renew existing, or obtain access to new, credit facilities in the future and could increase the cost of such facilities.

Collateralization and Guarantees of Debt

Nexstar Broadcasting Group and its subsidiaries guarantee full payment of all obligations under our bank credit facility in the event of our default. Similarly, we are a guarantor of Nexstars bank credit
facility and the senior subordinated notes issued by Nexstar. The bank credit facilities are collateralized by a security interest in substantially all the combined assets, excluding FCC licenses, of Nexstar and us. As of December 31, 2008,
Nexstar had a maximum commitment of $240.6 million under its bank credit facility, of which $182.1 million of debt was outstanding, and had issued an aggregate principal amount of $200.0 million of senior subordinated notes.



25



---

##### Table of Contents

##### Index to Financial Statements

Debt Covenants

Our ability to continue as a going concern is dependent on Nexstars pledge to continue the local services agreements described in a letter of
support dated March 27, 2009. Nexstars senior secured credit facility agreement contains covenants which require them to comply with certain financial ratios, including: (a) maximum total and senior leverage ratios, (b) a minimum interest
coverage ratio, and (c) a minimum fixed charge coverage ratio. The covenants, which are calculated on a quarterly basis, include the combined results of Nexstar Broadcasting and us. Our senior secured credit facility agreement does not contain
financial covenant ratio requirements; however it does include an event of default if Nexstar does not comply with all covenants contained in its credit agreement. As of December 31, 2008 and at each respective quarterly reporting period during
2008, Nexstar was in compliance with all covenants contained in the credit agreements governing our senior secured credit facility and the indentures governing the publicly-held notes.

On March 30, 2009, Nexstar closed an offer to exchange $143,600,000 of the 7% senior subordinated notes due 2014 in exchange for $143,600,000 7% senior
subordinated PIK Notes due 2014 (the PIK Notes). Based on the financial covenants in the Nexstar senior secured credit facility, the PIK Notes are not included in the debt amount used to calculate the total leverage ratio until January
2011. In addition to the debt exchange, Nexstar has undertaken certain actions as part of their efforts to ensure they do not exceed the maximum total leverage and senior leverage ratios including 1) the elimination of corporate bonuses for 2008 and
2009, 2) the consolidation of various back office processes in certain markets , 3) the execution of a management services agreement whereby Nexstar operates four stations in exchange for a service fee , and 4) the consummation of a purchase
agreement on March 11, 2009 to acquire all the assets of KARZ.

In addition to the above items, Nexstars plans for 2009 include
certain other cost containment measures, including one week Company furloughs for all employees, if necessary. Nexstar believes the consummation of the exchange offer combined with the actions described above, will allow them to maintain compliance
with all covenants contained in the credit agreements governing our senior secured credit facility and the indentures governing our publicly held notes for a period of at least the next twelve months from December 31, 2008. However, no assurance can
be provided that Nexstars actions will be successful or that such actions will allow them to maintain compliance with these covenants.

Cash Requirements for DTV Conversion

Television broadcasting in the United States has moved from an analog
transmission system to a digital transmission system. The conversion from broadcasting in the analog format to the digital format is expensive. Our conversion to a low-power DTV signal required an average initial capital expenditure of approximately
$0.2 million per station. All of the television stations that we own and operate are broadcasting at least a low-power digital television signal.

Except for stations that have requested waiver of the construction deadline, broadcast television stations are required to have completed construction of the final DTV stations and be broadcasting a full-power DTV signal. As of
December 31, 2008, Missions stations WFXP, WUTR, WTVO, WYOU, KCIT, KTVE, KAMC and KRBC were broadcasting with full-power DTV signals. As of February 17, 2009, Missions stations WYOU, KJTL, KSAN, KAMC and WTVO have terminated
analog operations and are broadcasting exclusively in DTV. On March 17, 2009, Mission informed the FCC that station KRBC would be terminating analog operations and broadcasting exclusively in DTV as of May 12, 2009, that station WFXP would
be terminating analog operations and broadcasting exclusively in DTV as of April 17, 2009, that stations KHMT, KTVE and KOLR would be terminating analog operations and broadcasting exclusively in DTV as of April 16, 2009, and that stations
KCIT, KODE, WFXW and WUTR would be terminating analog operations and broadcasting exclusively in DTV as of the final DTV transition date of June 12, 2009.

In addition, WFXW holds a construction permit issued by the FCC to build higher-power DTV facilities by August 18, 2009. WFXW is expected to complete construction on or before that deadline.

DTV conversion expenditures were $7.3 million, $2.3 million and $2.1 million, respectively, for the years ended December 31, 2008, 2007 and 2006.

Cash Requirements for Pending Transaction

On April 18, 2006, we and Nexstar announced that we had filed an application with the FCC for consent to assignment of the license for KFTA Channel 24 (Ft. Smith,
Arkansas) from Nexstar to us. The FCC granted the application in March 2008 with certain restrictions. Mission and Nexstar are appealing the restrictions. Consideration for this transaction was set at $5.6 million. We intend to finance this
transaction through cash on hand and borrowings under our senior secured credit facility.

No Off-Balance Sheet Arrangements

At December 31, 2008, 2007 and 2006, we did not have any relationships with unconsolidated entities or financial partnerships, such as
entities often referred to as structured finance or variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. We are, therefore,
not materially exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such relationships.

Contractual Obligations

The following summarizes our contractual obligations at December 31, 2008, and the
effect such obligations are expected to have on our liquidity and cash flow in future periods:



|                                             |  |                |         |      |   |           |  |           |        |            |   |         |  |   |       
|-------------------------------------------- |  | -------------- | ------- | ---- | - | --------- |  | --------- | ------ | ---------- | - | ------- |  | - | ------
|                                             |  | Total          |         | 2009 |   | 2010-2011 |  | 2012-2013 |        | Thereafter
|                                             |  | (in thousands)
|Senior credit facility                       |  | $              | 174,087 |      | $ | 1,727     |  | $         | 3,454  |            | $ | 168,906 |  | $ |      
|Cash interest on debt                        |  |                | 24,053  |      |   | 5,554     |  |           | 13,568 |            |   | 4,931   |  |   |      
|Broadcast rights current cash commitments(1) |  |                | 3,150   |      |   | 1,515     |  |           | 1,302  |            |   | 333     |  |   |      
|Broadcast rights future cash commitments     |  |                | 2,096   |      |   | 275       |  |           | 1,090  |            |   | 731     |  |   |      
|Operating lease obligations                  |  |                | 25,054  |      |   | 1,110     |  |           | 2,315  |            |   | 2,533   |  |   | 19,096
|                                             |  |                |         |      |   |           |  |           |        |            |   |         |  |   |       
|Total contractual cash obligations           |  | $              | 228,440 |      | $ | 10,181    |  | $         | 21,729 |            | $ | 177,434 |  | $ | 19,096
|                                             |  |                |         |      |   |           |  |           |        |            |   |         |  |   |       



|(1) | Excludes broadcast rights barter payable commitments recorded on the financial statements at December 31, 2008 in the amount of $3.4 million.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------



26



---

##### Table of Contents

##### Index to Financial Statements

As discussed in Note 11, Income Taxes of the Notes to the Financial Statements, we
adopted Financial Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109 (FIN No. 48) as of January 1, 2007. At December 31, 2008, we had $3.7
million of unrecognized tax benefits. This liability represents an estimate of tax positions that the corporation has taken in its tax returns which may ultimately not be sustained upon examination by the tax authorities. The resolution of these tax
positions may not require cash settlement due to the existence of net operating loss carryforwards.

Critical Accounting Policies and Estimates

Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America
(U.S. GAAP) which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and reported
amounts of revenue and expenses during the period. On an ongoing basis, we evaluate our estimates, including those related to goodwill and intangible assets, bad debts, broadcast rights, barter, income taxes, commitments and contingencies. We base
our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from those estimates.

For an overview of our significant accounting
policies, we refer you to Note 2 to the financial statements in Part IV, Item 15(a) of this Annual Report on Form 10-K. We believe the following critical accounting policies are those that are the most important to the presentation of our
financial statements, affect our more significant estimates and assumptions, and require the most subjective of complex judgments by management.

Valuation of Goodwill and Intangible Assets

Approximately $72.0 million, or 65.4%, of our total assets as of
December 31, 2008 consisted of unamortized intangible assets. Intangible assets principally include FCC licenses, goodwill and network affiliation agreements. If the fair value of these assets is less than the carrying value, we may be required
to record an impairment charge.

As required by SFAS 142, we test the impairment of our FCC licenses annually or whenever events or changes
in circumstances indicate that such assets might be impaired. The impairment test consists of a comparison of the fair value of FCC licenses with their carrying amount on a station-by-station basis using a discounted cash flow valuation method,
assuming a hypothetical startup scenario.

Also as required by SFAS 142, we test the impairment of our goodwill annually or whenever events
or changes in circumstances indicate that goodwill might be impaired. The first step of the goodwill impairment test compares the fair value of the station (reporting unit) to its carrying amount, including goodwill. The fair value of a
reporting unit is determined through the use of a discounted cash flow analysis. The valuation assumptions used in the discounted cash flow model reflect historical performance of the reporting unit and the prevailing values in the markets for
broadcasting properties. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test
is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by
performing an assumed purchase price allocation, using the reporting units fair value (as determined in the first step described above) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment
loss is recognized in an amount equal to that excess but not more than the carrying value of goodwill.

In accordance with SFAS
No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, the Company tests network affiliation agreements whenever events or circumstances indicate that their carrying amount may not be recoverable, relying on a
number of factors including operating results, business plans, economic projections and anticipated future cash flows. An impairment in the carrying amount of a network affiliation agreement is recognized when the expected future operating cash flow
derived from the operations to which the asset relates is less than its carrying value.



27



---

##### Table of Contents

##### Index to Financial Statements

We tested our network affiliation, FCC licenses and goodwill for impairment as of September 30, 2008,
between the required annual tests, because we believed events had occurred and circumstances changed that would more likely than not reduce the fair value of our reporting units below their carrying amounts and that our FCC licenses and network
affiliation agreements might be impaired. These events included the decline in overall economic conditions and the resulting decline in advertising revenues at some of our television stations. We recorded an impairment charge of $5.9 million as a
result of that test which included an impairment to the carrying values of FCC licenses of $4.7 million, related to 6 of our television stations; an impairment to the carrying value of network affiliation agreements of $1.0 million, related to 2 of
our television stations; and an impairment to the carrying values of goodwill of $0.2 million, related to 2 of our television stations.

We
performed our annual test for impairment at December 31, 2008 and due to the continued decline in overall economic conditions during the fourth quarter of 2008 and the further decline in our forecasts for advertising revenues at some stations,
the Company recorded an additional $5.5 million in impairment charges, for an annual total of $11.4 million. Of the additional $5.5 million impairment charges, $4.0 million was for FCC licenses, related to 9 of our television stations, $0.4 million
was for network affiliation agreements related to 1 television station, and $1.1 million was for goodwill, related to 3 of our television stations.

Further deterioration in the advertising marketplaces in which Nexstar and Mission operate could lead to further impairment and reduction of the carrying value of the Companys goodwill and intangible assets, including FCC licenses and
network affiliation agreements. If such a condition were to occur, the resulting non-cash charge could have a material adverse effect on Nexstar and Missions financial position and results of operations.

The tables below illustrate how assumptions used in the fair value calculations varied from third quarter to fourth quarter 2008. The increase in the
discount rate reflects the current volatility of stock prices of public companies within the media sector along with the increase in the corporate borrowing rate. The changes in the market growth rates and operating profit margins reflect the
current general economic pressures now impacting both the national and a number of local economies, and specifically, national and local advertising expenditures in the markets where our stations operate.

The assumptions used in the valuation testing have certain subjective components including anticipated future operating results and cash flows based on
our own internal business plans as well as future expectations about general economic and local market conditions.

We based the valuation
of FCC licenses at December 31, 2008 and September 30, 2008 on the following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market growth rates      |  | 2.0% to 2.8%     |  | 2.0% to 2.8%     
|Operating profit margins |  | 11.9% to 25.4%   |  | 12.1% to 25.4%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 40.6%   |  | 34.0% to 40.6%   
|Capitalization rate      |  | 8.0% to 8.8%     |  | 6.8% to 7.5%     

We based the valuation of network affiliation agreements at December 31, 2008 and
September 30, 2008 on the following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market growth rates      |  | 2.0% to 2.8%     |  | 2.0% to 2.5%     
|Operating profit margins |  | 14.0% to 26.3%   |  | 14.3% to 26.4%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 39.6%   |  | 34.0% to 39.6%   
|Capitalization rate      |  | 8.3% to 8.8%     |  | 7.0% to 7.5%     

We based the valuation of goodwill at December 31, 2008 and September 30, 2008 on the
following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market revenue growth    |  | 2.0% to 2.8%     |  | 2.0% to 2.8%     
|Operating profit margins |  | 20.0% to 32.1%   |  | 20.0% to 34.1%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 40.6%   |  | 34.0% to 40.6%   
|Capitalization rate      |  | 8.0% to 8.8%     |  | 6.8% to 7.5%     



28



---

##### Table of Contents

##### Index to Financial Statements

Allowance for Doubtful Accounts

We provide for allowances for doubtful accounts when necessary for estimated losses resulting from the inability of our customers to make required
payments. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. There was no allowance for doubtful accounts at December 31, 2008
and 2007 since the accounts receivable balance consisted primarily of billings to cable and satellite carriers for compensation associated with retransmission consent agreements and amounts due from the major television networks under the network
affiliation agreements.

Broadcast Rights Carrying Amount

Broadcast rights are stated at the lower of unamortized cost or net realizable value. Cash broadcast rights are initially recorded at the amount paid or
payable to program distributors for the limited right to broadcast the distributors programming. Barter broadcast rights are recorded at our estimate of the value of the advertising time exchanged, which approximates the fair value of the
programming received. The value of the advertising time exchanged is estimated by applying average historical rates for specific time periods. Amortization of broadcast rights is computed using the straight-line method based on the license period or
programming usage, whichever period yields the shorter life. The current portion of broadcast rights represents those rights available for broadcast which will be amortized in the succeeding year. When projected future net revenue associated with a
program is less than the current carrying amount of the program broadcast rights, for example, due poor ratings, we write-down the unamortized cost of the broadcast rights to equal the amount of projected future net revenue. If the expected
broadcast period was shortened or cancelled , we would be required to write-off the remaining value of the related broadcast rights to operations on an accelerated basis or possibly immediately. As of December 31, 2008, the amounts of our
current broadcast rights and non-current broadcast rights were $3.4 million and $2.2 million, respectively.

Characterization of SSA
Fees

We present the fees incurred pursuant to SSAs with Nexstar as an operating expense in our financial statements. Our decision
to characterize the SSA fees in this manner is based on our conclusion that (a) the benefit our stations receive from these local service agreements is sufficiently separate from the consideration paid to us from Nexstar under JSAs, (b) we
can reasonably estimate the fair value of the benefit our stations receive under the SSA agreement, and (c) the SSA fee we pay to Nexstar does not exceed the estimated fair value of the benefit our stations receive.

Barter Transactions

We barter
advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at managements estimate of the value of the advertising time exchanged, which
approximates the fair value of the program material received. The value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. We recorded both barter revenue and barter expense of $2.5
million, $2.3 million and $2.2 million for the years ended December 31, 2008, 2007 and 2006, respectively.

Income Taxes

We account for income taxes in accordance with Statement of Financial Accounting Standards No. 109, Accounting for
Income Taxes. Under this method, we account for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between
the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will
not be realized. While we have considered future taxable income and feasible tax planning strategies in assessing the need for a valuation allowance, in the event that we were to determine that we would not be able to realize all or part of our
deferred tax assets in the future, an adjustment to the valuation allowance would be charged to income in the period such a determination was made.

On January 1, 2007, we adopted FIN No. 48, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under FIN No. 48, we may
recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and
presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. For interest and penalties relating to income taxes we recognize these items as components of income tax
expense.



29



---

##### Table of Contents

##### Index to Financial Statements

Claims and Loss Contingencies

In the normal course of business, we are party to various claims and legal proceedings. We record a liability for these matters when an adverse outcome is
probable and the amount of loss is reasonably estimated. We consider a combination of factors when estimating probable losses, including judgments about potential actions by counterparties.

Nonmonetary Asset Exchanges

In connection with a spectrum allocation exchange ordered by the FCC within the 1.9 GHz band, Sprint Nextel Corporation (Nextel) is required to replace certain existing analog equipment with comparable digital equipment. The
Company has agreed to accept the substitute equipment that Nextel will provide and in turn must relinquish its existing equipment to Nextel. Neither party will have any continuing involvement in the equipment transferred following the exchange. We
account for this arrangement as an exchange of assets in accordance with Accounting Principles Board No. 29, Accounting for Nonmonetary Transactions, as amended by SFAS No. 153, Exchanges of Nonmonetary Assets.

These transactions are recorded at the estimated fair market value of the equipment received. We derive our estimate of fair market value
from the most recent prices paid to manufacturers and vendors for the specific equipment we acquire. As equipment is exchanged, the Company records a gain to the extent that the fair market value of the equipment received exceeds the carrying amount
of the equipment relinquished.

Recent Accounting Pronouncements

The Company adopted SFAS No. 157 effective January 1, 2008 for financial assets and financial liabilities measured on a recurring basis. SFAS No. 157 applies to all financial assets and financial
liabilities that are being measured and reported on a fair value basis. There was no impact for adoption of SFAS No. 157 to the Consolidated Financial Statements as it relates to financial assets and financial liabilities. SFAS No. 157
requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. The statement requires fair value measurement be classified and disclosed in one of the following three categories:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or
liabilities;

Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for
substantially the full term of the asset or liability;

Level 3: Prices or valuation techniques that require inputs that are both
significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

In February 2008, the FASB
issued FSP No. FAS 157-2, Effective Date of FASB Statement No. 157, which defers the effective date for us to January 1, 2009 for all nonfinancial assets and liabilities, except those that are recognized or disclosed at fair
value on a recurring basis (that is, at least annually). Management is currently evaluating the impact the adoption of this FSP will have on the Companys consolidated financial statements, but does not presently anticipate it will have a
material effect on its consolidated financial position or results of operations.

In February 2007, the FASB issued Statement of Financial
Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an amendment of FASB No. 115 (SFAS No. 159), which provides a fair value measurement option
for eligible financial assets and liabilities. Under SFAS No. 159, an entity is permitted to elect to apply fair value accounting to a single eligible item, subject to certain exceptions, without electing it for other identical items.
Subsequent unrealized gains and losses on items for which the fair value option has been elected will be included in earnings. The fair value option established by this Statement is irrevocable, unless a new election date occurs. This standard
reduces the complexity in accounting for financial instruments and mitigates volatility in earnings caused by measuring related assets and liabilities differently. SFAS No. 159 is effective as of the beginning of an entitys first fiscal
year beginning after November 15, 2007 which for the Company was January 1, 2008. The Company adopted the provisions of this Statement in the first quarter of 2008. Management determined that the adoption of SFAS No. 159 had no effect
on its consolidated financial position or results of operations.

In December 2007, the FASB issued Statement of Financial Accounting
Standards No. 141R, Business Combinations (SFAS No. 141R), which establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. SFAS 141R also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to
enable users of the financial statements to evaluate the nature and financial effects of the business combination. SFAS 141R is effective for fiscal years beginning after December 15, 2008. Early adoption is not permitted. Management is
currently evaluating the impact the adoption of SFAS No. 141R will have on the Companys consolidated financial statements, which will be contingent upon the individual characteristics of the Companys future acquisition activity.



30



---

##### Table of Contents

##### Index to Financial Statements

In April 2008, the FASB issued FASB Staff Position (FSP) No. FAS 142-3, Determination
of the Useful Life of Intangible Assets, which amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under FASB Statement No. 142,
Goodwill and Other Intangible Assets. This Position is effective for fiscal years beginning after December 15, 2008 and only applies prospectively to intangible assets acquired after the effective date. Early adoption is not
permitted. Management is currently evaluating the impact that this statement will have on our consolidated financial position or results of operations.



|Item 7A. | Quantitative and Qualitative Disclosures About Market Risk
|-------- | ----------------------------------------------------------

Interest Rate Risk

Our exposure to market risk for changes in interest rates relates primarily to our long-term debt
obligations.

All term loan borrowings at December 31, 2008 under our senior credit facility bear interest at 3.21%, which represented
the base rate, or LIBOR, plus the applicable margin, as defined. All revolving loan borrowings at December 31, 2008 under our senior credit facility bear interest at 2.71%, which represented the base rate, or prime, plus the applicable margin,
as defined. Interest is payable in accordance with the credit agreement.

The following table estimates the changes to cash flow from
operations as of December 31, 2008 if interest rates were to fluctuate by 100 or 50 basis points, or BPS (where 100 basis points represents one percentage point), for a twelve-month period:



|                       |  |                       |       |                       |   |        |  |   |         |   |  |   |        |  
|---------------------- |  | --------------------- | ----- | --------------------- | - | ------ |  | - | ------- | - |  | - | ------ | -
|                       |  | Interest ratedecrease |       | Interest rateincrease |  
|                       |  | 100 BPS               |       | 50 BPS                |   | 50 BPS |  |   | 100 BPS |  
|                       |  | (in thousands)        |       | (in thousands)        |  
|Senior credit facility |  | $                     | 1,741 |                       | $ | 871    |  | $ | (871    | ) |  | $ | (1,741 | )

The estimated fair value of the Companys total long-term debt at December 31, 2008 was
approximately $157.3 million, which was approximately $16.7 million less than its carrying value. Fair values are determined from quoted market prices where available or based on estimates made by investment banking firms.

Given the interest rates that were in effect at December 31, 2007, as of that date, we estimated that our cash flows from operations would have
increased by approximately $1.8 million and $0.9 million, respectively, for a 100 BPS and 50 BPS interest rate decrease, and decreased by approximately $0.9 million and $1.8 million, respectively, for a 50 BPS and 100 BPS interest rate increase.

Impact of Inflation

We believe that our results of operations are not affected by moderate changes in the inflation rate.



|Item 8. | Financial Statements and Supplementary Data
|------- | -------------------------------------------

Our
Financial Statements are filed with this report. The Financial Statements and supplementary data are included in Part IV, Item 15(a) of this Annual Report on Form 10-K.



|Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|------- | ------------------------------------------------------------------------------------

None.



|Item 9A. | Controls and Procedures
|-------- | -----------------------

Evaluation of
Disclosure Controls and Procedures

Missions management, with the participation of Missions President and Treasurer (who
is Missions principal executive officer and principal financial and accounting officer), conducted an evaluation as of the end of the period covered by this report of the effectiveness of the design and operation of Missions disclosure
controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934.

Based upon that evaluation,
Missions President and Treasurer concluded that as of the end of the period covered by this report Missions disclosure controls and procedures were effective in ensuring that information required to be disclosed by Mission in the reports
it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms and (ii) is accumulated and communicated to
Missions management, including its President and Treasurer, as appropriate to allow timely decisions regarding required disclosure.



31



---

##### Table of Contents

##### Index to Financial Statements

Changes in Internal Control over Financial Reporting

During the quarterly period as of the end of the period covered by this report, there have been no changes in Missions internal control over
financial reporting that have materially affected, or are reasonably likely to materially affect, Missions internal control over financial reporting.

Managements Report on Internal Control over Financial Reporting

Missions
management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Missions internal control over financial
reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Management assessed the effectiveness of Missions internal control over financial reporting as of December 31, 2008 based upon
the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control  Integrated Framework. Based on managements assessment, we have concluded that, as of
December 31, 2008, Missions internal control over financial reporting was effective based on those criteria.

This Annual Report
on Form 10-K does not include an attestation report of Missions independent registered public accounting firm regarding the effectiveness of Missions internal control over financial reporting. Managements report was not subject to
attestation by Missions independent registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit Mission to provide only managements report in this Annual Report on Form 10-K.



|Item 9B. | Other Information
|-------- | -----------------

None.



32



---

##### Table of Contents

##### Index to Financial Statements

PART III



|Item 10. | Directors, Executive Officers of the Registrant and Corporate Governance
|-------- | ------------------------------------------------------------------------

The table below sets forth information about Missions director and executive officers:



|                |  |     |  |                                                     
|--------------- |  | --- |  | ----------------------------------------------------
|Name            |  | Age |  | Position With Company                               
|David S. Smith  |  | 54  |  | President, Treasurer and Director                   
|Nancie J. Smith |  | 56  |  | Vice President and Secretary                        
|Dennis Thatcher |  | 62  |  | Executive Vice President and Chief Operating Officer

David S. Smith has served as Missions President and Treasurer since December 1997.
Prior to that, Mr. Smith was the General Manager of WSTR television in Cincinnati, Ohio from 1990 to 1995. He is currently an ordained Evangelical Lutheran Church of America pastor at St. Paul Lutheran Church in Sharon Center, Ohio.

Nancie J. Smith has served as Missions Vice President and Secretary since December 1997. Nancie J. Smith is married to David S. Smith.

Dennis Thatcherhas served as Executive Vice President and Chief Operating Officer since October 2004. From November 2003 to March
2004, Mr. Thatcher served as Regional Market Manager for United Media Partners. From November 2002 to October 2003, Mr. Thatcher served as General Sales Manager of KZTV for Eagle Creek Broadcasting. From July 2000 to October 2002,
Mr. Thatcher pursued personal interests. From April 1998 to June 2000, Mr. Thatcher served as Senior Vice President and Central Regional Manager for Paxson Communications.

Code of Ethics

Our sole director adopted a code of ethics that applies to our president and
treasurer, vice president and secretary, and executive vice president and chief operating officer. The purpose of the code of ethics is to promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest
between personal and professional relationships, to promote full, fair, accurate, timely and understandable disclosure in periodic reports required to be filed by us, and to promote compliance with all applicable rules and regulations that apply to
us and our officers and directors. The code of ethics is filed hereby as Exhibit 14.1 to this Annual report on Form 10-K. Any amendments to or waivers from a provision of this code of ethics will be filed on a Current Report on Form 8-K.



|Item 11. | Executive Compensation
|-------- | ----------------------

David S. Smith, as the sole
director of Missions Board of Directors, has submitted the following report and has recommended that the Compensation Discussion and Analysis set forth below be included in this Annual Report on Form 10-K for the year ended December 31,
2008 for filing with the SEC.

Compensation Discussion and Analysis

The Company has entered into a management services agreement with its President which provides for compensation in exchange for performing certain services in connection with the ownership and operations of the
Companys television stations. Under the agreement, our President David S. Smith is compensated up to $0.4 million per year.

Our
Chief Operating Officer is compensated based on his scope of responsibilities, taking into account competitive market compensation paid by other similarly situated companies for this position. The Chief Operating Officers salary is reviewed
annually, and adjusted to ensure its alignment with market levels and taking into account individual accomplishments and overall performance in the past year.

At this time, no other form of compensation is provided to the Companys executive officers.



33



---

##### Table of Contents

##### Index to Financial Statements

The following table sets forth the compensation earned or awarded for services rendered to the Company by
our executive officers for the fiscal year ended December 31, 2008.

Summary Compensation Table



|                                                                    |  |                |  |        |                       |       |   |                   |  |              |         |                                      |   |                                                                    |  |                       |         |       |   |         |  |   |         |  |   |                      
|------------------------------------------------------------------- |  | -------------- |  | ------ | --------------------- | ----- | - | ----------------- |  | ------------ | ------- | ------------------------------------ | - | ------------------------------------------------------------------ |  | --------------------- | ------- | ----- | - | ------- |  | - | ------- |  | - | ---------------------
|                                                                    |  | Year           |  | Salary |                       | Bonus |   | StockAwards       |  | OptionAwards |         | Non-EquityIncentive PlanCompensation |   | Change inPension ValueandNon-QualifiedDeferredCompensationEarnings |  | All OtherCompensation |         | Total
|                                                                    |  | (in thousands)
|David S. SmithPresident, Treasurer and Director                     |  | 200820072006   |  | $      | 305,000250,000250,000 |       | $ |   130,000105,000 |  | $            |      |                                      | $ |                                                                 |  | $                     |      |       | $ |      |  | $ |      |  | $ | 305,000380,000355,000
|                                                                    |  |                |  |        |                       |       |   |                   | 
|Nancie J. SmithVice President and Secretary                         |  | 200820072006   |  |        | 3,1206,2406,240       |       |   |                |  |              |      |                                      |   |                                                                 |  |                       |      |       |   |      |  |   |      |  |   | 3,1206,2406,240      
|                                                                    |  |                |  |        |                       |       |   |                   | 
|Dennis ThatcherExecutive Vice President and Chief Operating Officer |  | 200820072006   |  |        | 139,600111,53899,712  |       |   |   25,00020,000   |  |              |      |                                      |   |                                                                 |  |                       |      |       |   |      |  |   |      |  |   | 139,600136,538119,712

Employment Agreements

We are a party to a management services agreement with David S. Smith and Nancie J. Smith. Under this agreement, David S. Smith is paid up to $0.4 million per year for certain management services and Nancie J. Smith
is paid by the hour for certain management services.



|Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|-------- | ----------------------------------------------------------------------------------------------

David S. Smith owns 100% of the equity interests in Mission, which comprises 1,000 shares of common stock.



34



---

##### Table of Contents

##### Index to Financial Statements

|Item 13. | Certain Relationships and Related Transactions, and Director Independence
|-------- | -------------------------------------------------------------------------

The following table summarizes the various local service agreements Mission-owned stations had in effect with Nexstar as of December 31, 2008:



|                 |  |                                              |  |                |  |                  |  |                  |  |                                                                                                                      
|---------------- |  | -------------------------------------------- |  | -------------- |  | ---------------- |  | ---------------- |  | ---------------------------------------------------------------------------------------------------------------------
|Station          |  | Market                                       |  | Affiliation    |  | Type ofAgreement |  | Expiration       |  | Consideration received from or paid to Nexstar                                                                       
|Mission-owned:   |  |                                              |  |                |  |                  |  |                  |  |                                                                                                                      
|WFXP             |  | Erie, PA                                     |  | Fox            |  | TBA              |  | 8/16/11          |  | Monthly payments received from Nexstar(1)                                                                            
|                 |  |                                              |  |                | 
|KJTL and KJBO-LP |  | Wichita Falls, TX-Lawton, OK                 |  | FoxMyNetworkTV |  | SSAJSA           |  | 5/31/095/31/09   |  | $60 thousand per month paid to Nexstar 70% of the
KJTL/KJBO-LP net revenue collected each month received from Nexstar
|                 |  |                                              |  |                | 
|WYOU             |  | Wilkes Barre-Scranton, PA                    |  | CBS            |  | SSAJSA           |  | 1/4/189/30/14    |  | $110 thousand per month paid to Nexstar 70% of the WYOU
net revenue collected each month received from Nexstar       
|                 |  |                                              |  |                | 
|KODE             |  | Joplin, MO-Pittsburg, KS                     |  | ABC            |  | SSAJSA           |  | 3/31/129/30/14   |  | $75 thousand per month paid to Nexstar 70% of the KODE
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|KRBC             |  | Abilene-Sweetwater, TX                       |  | NBC            |  | SSAJSA           |  | 6/12/136/30/14   |  | $25 thousand per month paid to Nexstar 70% of the KRBC
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|KSAN             |  | San Angelo, TX                               |  | NBC            |  | SSAJSA           |  | 5/31/145/31/14   |  | $10 thousand per month paid to Nexstar 70% of the KSAN
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|WFXW             |  | Terre Haute, IN                              |  | Fox            |  | SSAJSA           |  | 5/8/135/8/13     |  | $10 thousand per month paid to Nexstar 70% of the WFXW
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|KCIT and KCPN-LP |  | Amarillo, TX                                 |  | FoxMyNetworkTV |  | SSAJSA           |  | 4/30/094/30/09   |  | $50 thousand per month paid to Nexstar 70% of the
KCIT/KCPN-LP net revenue collected each month received from Nexstar
|                 |  |                                              |  |                | 
|KHMT             |  | Billings, MT                                 |  | Fox            |  | TBA              |  | 12/13/09         |  | Monthly payments received from Nexstar(1)                                                                            
|                 |  |                                              |  |                | 
|KAMC             |  | Lubbock, TX                                  |  | ABC            |  | SSAJSA           |  | 2/15/192/15/19   |  | $75 thousand per month paid to Nexstar 70% of the KAMC
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|KOLR             |  | Springfield, MO                              |  | CBS            |  | SSAJSA           |  | 2/15/192/15/19   |  | $150 thousand per month paid to Nexstar 70% of the KOLR
net revenue collected each month received from Nexstar       
|                 |  |                                              |  |                | 
|WUTR             |  | Utica, NY                                    |  | ABC            |  | SSAJSA           |  | 3/31/143/31/14   |  | $10 thousand per month paid to Nexstar 70% of the WUTR
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|WTVO             |  | Rockford, IL                                 |  | ABC            |  | SSAJSA           |  | 10/31/1410/31/14 |  | $75 thousand per month paid to Nexstar 70% of the WTVO
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|KTVE             |  | Monroe, LA-El Dorado, AR                     |  | NBC            |  | SSAJSA           |  | 1/16/181/16/18   |  | $20 thousand per month paid to Nexstar 70% of the KTVE
net revenue collected each month received from Nexstar        
|                 |  |                                              |  |                | 
|Nexstar-owned:   |  |                                              |  |                |  |                  |  |                  |  |                                                                                                                      
|                 |  |                                              |  |                | 
|KFTA             |  | Ft. Smith-Fayetteville-Springdale-Rogers, AR |  | Fox/NBC        |  | TBA              |  | (2)              |  | $5 thousand per month paid to Nexstar $20 thousand per
month received from Nexstar                                   



|(1) | Payments are variable based on stations monthly operating expenses.
|--- | --------------------------------------------------------------------

|(2) | TBA will terminate upon the assignment of KFTAs FCC license from Nexstar.
|--- | --------------------------------------------------------------------------



35



---

##### Table of Contents

##### Index to Financial Statements

Under these agreements, Mission is responsible for certain operating expenses of its stations and
therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations under the SSAs and JSAs or TBAs until the termination of such agreements. The SSAs and JSAs generally have a term of ten years.
Nexstar indemnifies Mission for Nexstars activities pursuant to the local service agreements.

For disclosure of the amounts of
revenue associated with and the fees incurred by Mission pursuant to the local service agreements Missions stations have with Nexstar, we refer you to Note 5 to the financial statements included in Part IV, Item 15(a) of this Annual
Report on Form 10-K.

Option Agreements

In consideration of Nexstars guarantee of our indebtedness, Nexstar has options to purchase the assets of all of our stations, subject to prior FCC approval. Our owner, David S. Smith, is a party to these option agreements.

The following table summarizes the option agreements Mission and David S. Smith have in effect with Nexstar as of December 31, 2008:



|         |  |                              |  |             |  |                  |  |               
|-------- |  | ---------------------------- |  | ----------- |  | ---------------- |  | --------------
|Station  |  | Market                       |  | Affiliation |  | Date ofExecution |  | ExpirationDate
|WFXP     |  | Erie, PA                     |  | Fox         |  | 12/01/05         |  | 12/01/14      
|KJTL and |  | Wichita Falls, TX-Lawton, OK |  | Fox         |  | 06/01/99         |  | 06/01/18      
|KJBO-LP  |  |                              |  | MyNetworkTV |  | 06/01/99         |  | 06/01/18      
|WYOU     |  | Wilkes Barre-Scranton, PA    |  | CBS         |  | 05/19/98         |  | 05/19/18      
|KODE     |  | Joplin, MO-Pittsburg, KS     |  | ABC         |  | 04/24/02         |  | 04/24/11      
|KRBC     |  | Abilene-Sweetwater, TX       |  | NBC         |  | 06/13/03         |  | 06/13/12      
|KSAN     |  | San Angelo, TX               |  | NBC         |  | 06/13/03         |  | 06/13/12      
|WFXW     |  | Terre Haute, IN              |  | Fox         |  | 05/09/03         |  | 05/09/12      
|KCIT and |  | Amarillo, TX                 |  | Fox         |  | 03/17/09         |  | 05/01/18      
|KCPN-LP  |  |                              |  | MyNetworkTV |  | 03/17/09         |  | 05/01/18      
|KHMT     |  | Billings, MT                 |  | Fox         |  | 12/30/03         |  | 12/30/12      
|KAMC     |  | Lubbock, TX                  |  | ABC         |  | 12/30/03         |  | 12/30/12      
|KTVE     |  | Monroe, LA-El Dorado, AR     |  | NBC         |  | 1/16/08          |  | 1/16/17       
|KOLR     |  | Springfield, MO              |  | CBS         |  | 12/30/03         |  | 12/30/12      
|WUTR     |  | Utica, NY                    |  | ABC         |  | 04/01/04         |  | 04/01/13      
|WTVO     |  | Rockford, IL                 |  | ABC         |  | 11/01/04         |  | 11/01/13      

Under the terms of these option agreements, Nexstar may exercise its option upon written notice to
us and David S. Smith. In each option agreement, the exercise price is the greater of (1) seven times the stations cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the option agreement, or
(2) the amount of its indebtedness. We and/or David S. Smith may terminate each option agreement by written notice any time after the seventh anniversary date of the relevant option agreement.

Management Services Agreement

Mission, David S. Smith and Nancie J. Smith, the wife of David S. Smith, are parties to a management services agreement. Under this agreement, Mission pays David S. Smith up to $0.4 million per year for certain management services and pays
Nancie J. Smith by the hour for certain management services.



36



---

##### Table of Contents

##### Index to Financial Statements

|Item 14. | Principal Accountant Fees and Services
|-------- | --------------------------------------

We retained
PricewaterhouseCoopers LLP to audit the financial statements of Mission Broadcasting, Inc. for the fiscal years ended December 31, 2008 and 2007, and review the financial statements included in each of its Quarterly Reports on Form 10-Q during
such fiscal years and for tax compliance matters. The aggregate fees billed for professional services rendered by PricewaterhouseCoopers LLP in fiscal years 2008 and 2007 for these various services were:



|                      |  |                   |         |                   |   |        
|--------------------- |  | ----------------- | ------- | ----------------- | - | -------
|Type of Fees          |  | Fiscal Year Ended
|                      |  | December 31, 2008 |         | December 31, 2007
|Audit Fees(1)         |  | $                 | 198,450 |                   | $ | 174,650
|Audit Related Fees(2) |  |                   | 55,474  |                   |   | 55,985 
|Tax Fees(3)           |  |                   | 53,138  |                   |   | 50,000 
|All Other Fees(4)     |  |                   |        |                   |   |       
|                      |  |                   |         |                   |   |        
|Total                 |  | $                 | 307,062 |                   | $ | 280,635
|                      |  |                   |         |                   |   |        



|(1) | Audit Fees are fees billed by PricewaterhouseCoopers LLP for professional services for the audit of the financial statements included in our Annual Report on Form 10-K
and review of financial statements included in our Quarterly Reports on Form 10-Q, or for services that are normally provided by the auditors in connection with statutory and regulatory filings or engagements.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Audit Related Fees are fees billed by PricewaterhouseCoopers LLP for assurance and related services that are reasonably related to the performance of the audit or review
of our financial statements.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) | Tax Fees are fees billed by PricewaterhouseCoopers LLP for tax compliance, tax advice and tax planning.
|--- | ---------------------------------------------------------------------------------------------------------

|(4) | All Other Fees are fees billed by PricewaterhouseCoopers LLP for any services not included in the first three categories. Amount represents fees incurred to audit
acquired company financial statements.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



37



---

##### Table of Contents

##### Index to Financial Statements

PART IV



|Item 15. | Exhibits and Financial Statement Schedules
|-------- | ------------------------------------------

(a)
Documents filed as part of this report:

(1) Financial Statements. The following financial statements of Mission Broadcasting,
Inc. have been included on pages F-1 through F-24 of this Annual Report on Form 10-K:



| |  |  | See the Index to the Financial Statements on page F-1 for a list of financial statements filed with this report.
| | - |  | ----------------------------------------------------------------------------------------------------------------

(2)Financial Statement Schedules. The schedule of Valuation and Qualifying Accounts appears in Note 15 to the financial statements filed as
a part of this report.

(3)Exhibits. The exhibits filed in response to Item 601 of Regulation S-K are listed in the
Exhibit Index beginning on page E-1 of this Annual Report on Form 10-K.



38



---

##### Table of Contents

##### Index to Financial Statements

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



Mission Broadcasting, Inc./s/ DAVID S. SMITHBy:

David S. SmithIts:

President and Treasurer(Principal Executive Officer and Principal Financial
and Accounting Officer)


Dated: March 31, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following person on behalf of the registrant and in the capacities indicated on March 31, 2009.



|                   |  |                                                                             
|------------------ |  | ----------------------------------------------------------------------------
|Name               |  | Title                                                                       
|                   | 
|/s/ David S. Smith |  | President, Treasurer and Director                                           
|David S. Smith     |  | (Principal Executive Officer and Principal Financial and Accounting Officer)



39



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

INDEX TO FINANCIAL STATEMENTS



|                                                                                                    |  |    
|--------------------------------------------------------------------------------------------------- |  | ---
|Report of Independent Registered Public Accounting Firm                                             |  | F-2
|                                                                                                    | 
|Balance Sheets at December 31, 2008 and 2007                                                        |  | F-3
|                                                                                                    | 
|Statements of Operations for the years ended December 31, 2008, 2007 and 2006                       |  | F-4
|                                                                                                    | 
|Statements of Changes in Shareholders Deficit for the years ended December 31, 2008, 2007 and 2006 |  | F-5
|                                                                                                    | 
|Statements of Cash Flows for the years ended December 31, 2008, 2007 and 2006                       |  | F-6
|                                                                                                    | 
|Notes to Financial Statements                                                                       |  | F-7



F-1



---

##### Table of Contents

##### Index to Financial Statements

Report of Independent Registered Public Accounting Firm

To the Shareholder of Mission Broadcasting, Inc.:

In our
opinion, the financial statements listed in the accompanying index present fairly, in all material respects, the financial position of Mission Broadcasting, Inc. (the Company) at December 31, 2008 and 2007, and the results of its
operations and its cash flows for each of the three years in the period ended December 31, 2008 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

As discussed in Note 2 to the financial statements, the Company changed the manner in which it accounts
for uncertain tax positions in 2007.

The Company has a significant relationship with Nexstar Broadcasting Group, Inc. which is discussed
in Notes 1, 2, 4, 5, 8 and 13 to the financial statements.

/s/ PricewaterhouseCoopers LLP

Dallas, Texas

March 31, 2009



F-2



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

BALANCE SHEETS

December 31,
2008 and 2007

(in thousands, except share information)



|                                                                                                                                            |  |      |          |   |      |   |         |  
|------------------------------------------------------------------------------------------------------------------------------------------- |  | ---- | -------- | - | ---- | - | ------- | -
|                                                                                                                                            |  | 2008 |          |   | 2007 |  
|ASSETS                                                                                                                                      |  |      |          |   |      |   |         |  
|Current assets:                                                                                                                             |  |      |          |   |      |   |         |  
|Cash and cash equivalents                                                                                                                   |  | $    | 1,426    |   |      | $ | 9,916   |  
|Accounts receivable                                                                                                                         |  |      | 1,017    |   |      |   | 849     |  
|Current portion of broadcast rights                                                                                                         |  |      | 3,410    |   |      |   | 2,872   |  
|Prepaid expenses and other current assets                                                                                                   |  |      | 230      |   |      |   | 198     |  
|Deferred tax asset                                                                                                                          |  |      | 8        |   |      |   | 8       |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total current assets                                                                                                                        |  |      | 6,091    |   |      |   | 13,843  |  
|Property and equipment, net                                                                                                                 |  |      | 29,269   |   |      |   | 20,061  |  
|Broadcast rights                                                                                                                            |  |      | 2,215    |   |      |   | 1,877   |  
|Goodwill                                                                                                                                    |  |      | 18,635   |   |      |   | 17,122  |  
|FCC licenses                                                                                                                                |  |      | 22,695   |   |      |   | 28,736  |  
|Other intangible assets, net                                                                                                                |  |      | 30,665   |   |      |   | 36,368  |  
|Other noncurrent assets                                                                                                                     |  |      | 164      |   |      |   | 596     |  
|Deferred tax asset                                                                                                                          |  |      | 344      |   |      |   | 352     |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total assets                                                                                                                                |  | $    | 110,078  |   |      | $ | 118,955 |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|LIABILITIES AND SHAREHOLDERS DEFICIT                                                                                                       |  |      |          |   |      |   |         |  
|Current liabilities:                                                                                                                        |  |      |          |   |      |   |         |  
|Current portion of debt                                                                                                                     |  | $    | 1,727    |   |      | $ | 1,727   |  
|Current portion of broadcast rights payable                                                                                                 |  |      | 3,579    |   |      |   | 2,998   |  
|Taxes payable                                                                                                                               |  |      | 74       |   |      |   | 72      |  
|Accounts payable                                                                                                                            |  |      | 549      |   |      |   | 427     |  
|Accrued expenses                                                                                                                            |  |      | 945      |   |      |   | 1,115   |  
|Interest payable                                                                                                                            |  |      | 16       |   |      |   | 32      |  
|Deferred revenue                                                                                                                            |  |      | 1,874    |   |      |   | 982     |  
|Due to Nexstar Broadcasting, Inc.                                                                                                           |  |      | 15,468   |   |      |   | 18,485  |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total current liabilities                                                                                                                   |  |      | 24,232   |   |      |   | 25,838  |  
|Debt                                                                                                                                        |  |      | 172,360  |   |      |   | 174,087 |  
|Broadcast rights payable                                                                                                                    |  |      | 2,926    |   |      |   | 2,470   |  
|Deferred tax liabilities                                                                                                                    |  |      | 6,263    |   |      |   | 7,085   |  
|Deferred revenue                                                                                                                            |  |      | 316      |   |      |   | 379     |  
|Deferred gain on sale of assets                                                                                                             |  |      | 1,910    |   |      |   | 2,085   |  
|Other liabilities                                                                                                                           |  |      | 4,098    |   |      |   | 1,498   |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total liabilities                                                                                                                           |  |      | 212,105  |   |      |   | 213,442 |  
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Commitments and contingencies                                                                                                               |  |      |          |   |      |   |         |  
|Shareholders deficit:                                                                                                                      |  |      |          |   |      |   |         |  
|Common stock, $1 dollar par value, 1,000 shares authorized; 1,000 shares issued and outstanding at December 31, 2008 and 2007,
respectively |  |      | 1        |   |      |   | 1       |  
|Subscription receivable                                                                                                                     |  |      | (1       | ) |      |   | (1      | )
|Accumulated deficit                                                                                                                         |  |      | (102,027 | ) |      |   | (94,487 | )
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total shareholders deficit                                                                                                                 |  |      | (102,027 | ) |      |   | (94,487 | )
|                                                                                                                                            |  |      |          |   |      |   |         |  
|Total liabilities and shareholders deficit                                                                                                 |  | $    | 110,078  |   |      | $ | 118,955 |  
|                                                                                                                                            |  |      |          |   |      |   |         |  

The accompanying notes are an integral part of these financial statements.



F-3



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

STATEMENTS OF OPERATIONS

For the
Years Ended December 31, 2008, 2007 and 2006

(in thousands)



|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|----------------------------------------------------------------------------------------------------------------- |  | ---- | ------ | - | ---- | - | ------- | ---- |  | - | ------- | -
|                                                                                                                  |  | 2008 |        |   | 2007 |   |         | 2006 | 
|Net broadcast revenue                                                                                             |  | $    | 6,635  |   |      | $ | 6,726   |      |  | $ | 5,757   |  
|Revenue from Nexstar Broadcasting, Inc.                                                                           |  |      | 35,283 |   |      |   | 30,556  |      |  |   | 32,556  |  
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Net revenue                                                                                                       |  |      | 41,918 |   |      |   | 37,282  |      |  |   | 38,313  |  
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Operating expenses (income):                                                                                      |  |      |        |   |      |   |         |      |  |   |         |  
|Direct operating expenses (exclusive of depreciation and amortization shown separately below)                     |  |      | 6,405  |   |      |   | 5,148   |      |  |   | 4,710   |  
|Selling, general, and administrative expenses (exclusive of depreciation and amortization shown separately below) |  |      | 2,595  |   |      |   | 2,280   |      |  |   | 2,390   |  
|Fees incurred pursuant to local service agreements with Nexstar Broadcasting, Inc.                                |  |      | 8,090  |   |      |   | 7,860   |      |  |   | 7,820   |  
|Impairment of goodwill                                                                                            |  |      | 1,289  |   |      |   |        |      |  |   |        |  
|Impairment of other intangible assets                                                                             |  |      | 10,149 |   |      |   |        |      |  |   |        |  
|Amortization of broadcast rights                                                                                  |  |      | 4,729  |   |      |   | 4,269   |      |  |   | 3,939   |  
|Amortization of intangible assets                                                                                 |  |      | 5,403  |   |      |   | 5,362   |      |  |   | 5,396   |  
|Depreciation                                                                                                      |  |      | 3,337  |   |      |   | 3,241   |      |  |   | 3,286   |  
|Gain on asset exchange                                                                                            |  |      | (869   | ) |      |   | (317    | )    |  |   |        |  
|(Gain) loss on asset disposal, net                                                                                |  |      | (352   | ) |      |   | 92      |      |  |   | 12      |  
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Total operating expenses                                                                                          |  |      | 40,776 |   |      |   | 27,935  |      |  |   | 27,553  |  
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Income from operations                                                                                            |  |      | 1,142  |   |      |   | 9,347   |      |  |   | 10,760  |  
|Interest expense, including amortization of debt financing costs                                                  |  |      | (9,472 | ) |      |   | (12,344 | )    |  |   | (12,315 | )
|Loss on extinguishment of debt                                                                                    |  |      |       |   |      |   |        |      |  |   | (269    | )
|Interest income                                                                                                   |  |      | 53     |   |      |   | 92      |      |  |   | 60      |  
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Loss before income taxes                                                                                          |  |      | (8,277 | ) |      |   | (2,905  | )    |  |   | (1,764  | )
|Income tax benefit (expense)                                                                                      |  |      | 737    |   |      |   | (1,135  | )    |  |   | (1,172  | )
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  
|Net loss                                                                                                          |  | $    | (7,540 | ) |      | $ | (4,040  | )    |  | $ | (2,936  | )
|                                                                                                                  |  |      |        |   |      |   |         |      |  |   |         |  

The accompanying notes are an integral part of these financial statements.



F-4



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

STATEMENTS OF CHANGES IN SHAREHOLDERS DEFICIT

For the Years Ended December 31, 2008, 2007 and 2006

(in thousands, except share information)



|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|----------------------------------------------------------- | ------ | ------------ | --------- | ---------------------- | - |  | ------------------ | -- | - | ------------------------- | - | -------- | - |  | - | -------- | -
|                                                            |        | Common Stock |           | SubscriptionReceivable |   |  | AccumulatedDeficit |    |   | TotalShareholdersDeficit |  
|                                                            | Shares |              | Par Value |                        |   | 
|Balance at January 1, 2006                                  |        | 1,000        |           | $                      | 1 |  | $                  | (1 | ) |                           | $ | (89,011  | ) |  | $ | (89,011  | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|Net loss                                                    |        |             |           |                        |  |  |                    |   |   |                           |   | (2,936   | ) |  |   | (2,936   | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|Balance at December 31, 2006                                |        | 1,000        |           |                        | 1 |  |                    | (1 | ) |                           |   | (91,947  | ) |  |   | (91,947  | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|Adjustment for the cumulative effect of adopting FIN No. 48 |        |             |           |                        |  |  |                    |   |   |                           |   | 1,500    |   |  |   | 1,500    |  
|Net loss                                                    |        |             |           |                        |  |  |                    |   |   |                           |   | (4,040   | ) |  |   | (4,040   | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|Balance at December 31, 2007                                |        | 1,000        |           |                        | 1 |  |                    | (1 | ) |                           |   | (94,487  | ) |  |   | (94,487  | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|Net loss                                                    |        |             |           |                        |  |  |                    |   |   |                           |   | (7,540   | ) |  |   | (7,540   | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  
|                                                            |        |              |           |                        |  
|Balance at December 31, 2008                                |        | 1,000        |           | $                      | 1 |  | $                  | (1 | ) |                           | $ | (102,027 | ) |  | $ | (102,027 | )
|                                                            |        |              |           |                        |   |  |                    |    |   |                           |   |          |   |  |   |          |  

The accompanying notes are an integral part of these financial statements.



F-5



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

STATEMENTS OF CASH FLOWS

For the
Years Ended December 31, 2008, 2007 and 2006

(in thousands)



|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|------------------------------------------------------------------------------- |  | ---- | ------- | - | ---- | - | ------ | ---- |  | - | ------ | -
|                                                                                |  | 2008 |         |   | 2007 |   |        | 2006 | 
|Cash flows from operating activities:                                           |  |      |         |   |      |   |        |      |  |   |        |  
|Net loss                                                                        |  | $    | (7,540  | ) |      | $ | (4,040 | )    |  | $ | (2,936 | )
|Adjustments to reconcile net loss to net cash provided by operating activities: |  |      |         |   |      |   |        |      |  |   |        |  
|Deferred income taxes                                                           |  |      | (814    | ) |      |   | 1,063  |      |  |   | 1,172  |  
|Depreciation of property and equipment                                          |  |      | 3,337   |   |      |   | 3,241  |      |  |   | 3,286  |  
|Amortization of intangible assets                                               |  |      | 5,403   |   |      |   | 5,362  |      |  |   | 5,396  |  
|Amortization of debt financing costs                                            |  |      | 45      |   |      |   | 44     |      |  |   | 94     |  
|Amortization of broadcast rights, excluding barter                              |  |      | 2,190   |   |      |   | 1,944  |      |  |   | 1,777  |  
|Payments for broadcast rights                                                   |  |      | (1,773  | ) |      |   | (1,678 | )    |  |   | (1,726 | )
|Impairment of goodwill and intangible assets                                    |  |      | 11,438  |   |      |   |       |      |  |   |       |  
|Gain on asset exchange                                                          |  |      | (869    | ) |      |   | (317   | )    |  |   |       |  
|(Gain) loss on asset disposal, net                                              |  |      | (352    | ) |      |   | 92     |      |  |   | 12     |  
|Loss on extinguishment of debt                                                  |  |      |        |   |      |   |       |      |  |   | 269    |  
|Deferred gain recognition                                                       |  |      | (175    | ) |      |   | (173   | )    |  |   | (173   | )
|Changes in operating assets and liabilities, net of acquisitions:               |  |      |         |   |      |   |        |      |  |   |        |  
|Accounts receivable                                                             |  |      | 914     |   |      |   | (230   | )    |  |   | (263   | )
|Prepaid expenses and other current assets                                       |  |      | (20     | ) |      |   | (53    | )    |  |   | (22    | )
|Other noncurrent assets                                                         |  |      |        |   |      |   | (204   | )    |  |   | (4     | )
|Taxes payable                                                                   |  |      | 2       |   |      |   | 72     |      |  |   |       |  
|Accounts payable and accrued expenses                                           |  |      | (1,015  | ) |      |   | 166    |      |  |   | 847    |  
|Interest payable                                                                |  |      | (16     | ) |      |   | (70    | )    |  |   | 41     |  
|Deferred revenue                                                                |  |      | 829     |   |      |   | 138    |      |  |   | 520    |  
|Other noncurrent liabilities                                                    |  |      | 383     |   |      |   | 233    |      |  |   | 274    |  
|Due to Nexstar Broadcasting, Inc.                                               |  |      | (3,199  | ) |      |   | (1,682 | )    |  |   | (2,048 | )
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Net cash provided by operating activities                                       |  |      | 8,768   |   |      |   | 3,908  |      |  |   | 6,516  |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Cash flows from investing activities:                                           |  |      |         |   |      |   |        |      |  |   |        |  
|Additions to property and equipment                                             |  |      | (8,186  | ) |      |   | (2,461 | )    |  |   | (2,636 | )
|Proceeds from sale of assets                                                    |  |      | 84      |   |      |   | 6      |      |  |   | 20     |  
|Acquisition of broadcast properties and related transaction costs               |  |      | (7,923  | ) |      |   | (387   | )    |  |   |       |  
|Proceeds from insurance on casualty loss                                        |  |      | 494     |   |      |   |       |      |  |   |       |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Net cash used for investing activities                                          |  |      | (15,531 | ) |      |   | (2,842 | )    |  |   | (2,616 | )
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Cash flows from financing activities:                                           |  |      |         |   |      |   |        |      |  |   |        |  
|Repayment of long-term debt                                                     |  |      | (1,727  | ) |      |   | (1,727 | )    |  |   | (1,727 | )
|Proceeds from revolver draws                                                    |  |      |        |   |      |   | 7,000  |      |  |   |       |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Net cash provided by (used for) financing activities                            |  |      | (1,727  | ) |      |   | 5,273  |      |  |   | (1,727 | )
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Net increase (decrease) in cash and cash equivalents                            |  |      | (8,490  | ) |      |   | 6,339  |      |  |   | 2,173  |  
|Cash and cash equivalents at beginning of year                                  |  |      | 9,916   |   |      |   | 3,577  |      |  |   | 1,404  |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Cash and cash equivalents at end of year                                        |  | $    | 1,426   |   |      | $ | 9,916  |      |  | $ | 3,577  |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Supplemental schedule of noncash activities:                                    |  |      |         |   |      |   |        |      |  |   |        |  
|Cash paid during the period for:                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Interest                                                                        |  | $    | 9,441   |   |      | $ | 12,369 |      |  | $ | 12,181 |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Income taxes, net                                                               |  | $    | 75      |   |      | $ |       |      |  | $ |       |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  
|Non-cash investing activities:                                                  |  |      |         |   |      |   |        |      |  |   |        |  
|Acquisition of equipment                                                        |  | $    | 182     |   |      | $ |       |      |  | $ |       |  
|                                                                                |  |      |         |   |      |   |        |      |  |   |        |  

The accompanying notes are an integral part of these financial statements.



F-6



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS

1. Business
Operations

As of December 31, 2008, Mission Broadcasting, Inc. (Mission or the Company) owned and operated
16 television stations all of which were affiliated with the NBC, ABC, CBS, Fox or MyNetworkTV television networks in markets located in New York, Pennsylvania, Illinois, Indiana, Missouri, Texas and Montana. The Company operates in one reportable
television broadcasting segment. Through local service agreements, Nexstar Broadcasting, Inc. (Nexstar) provides sales and operating services to all of the Mission television stations (see Notes 2 and 5).

The Company is highly leveraged, which makes it vulnerable to changes in general economic conditions. The Companys ability to repay or refinance
its debt will depend on, among other things, financial, business, market, competitive and other conditions, many of which are beyond its control, as well as Nexstar maintaining its pledge to continue the local service agreements with the
Companys stations. Management believes that with Nexstars pledge to continue the local service agreements, as described in a letter of support dated March 27, 2009, our available cash, anticipated cash flow from operations and
available borrowings under our senior credit facility should be sufficient to fund working capital, capital expenditure requirements, interest payments and scheduled debt principal payments for at least the next twelve months from December 31,
2008, enabling Mission to continue to operate as a going concern.

Our ability to continue as a going concern is dependent on
Nexstars pledge to continue the local services agreements described in a letter of support dated March 27, 2009. Nexstars senior secured credit facility agreement contains covenants which require them to comply with certain financial
ratios, including: (a) maximum total and senior leverage ratios, (b) a minimum interest coverage ratio, and (c) a minimum fixed charge coverage ratio. The covenants, which are calculated on a quarterly basis, include the combined results of Nexstar
Broadcasting and us. Our senior secured credit facility agreement does not contain financial covenant ratio requirements; however it does include an event of default if Nexstar does not comply with all covenants contained in its credit agreement. As
of December 31, 2008 and at each respective quarterly reporting period during 2008, Nexstar was in compliance with all covenants contained in the credit agreements governing our senior secured credit facility and the indentures governing the
publicly-held notes.

On March 30, 2009, Nexstar closed an offer to exchange $143,600,000 of the 7% senior subordinated notes due 2014 in
exchange for $143,600,000 7% senior subordinated PIK Notes due 2014 (the PIK Notes). Based on the financial covenants in the Nexstar senior secured credit facility, the PIK Notes are not included in the debt amount used to calculate the
total leverage ratio until January 2011. In addition to the debt exchange, Nexstar has undertaken certain actions as part of their efforts to ensure they do not exceed the maximum total leverage and senior leverage ratios including 1) the
elimination of corporate bonuses for 2008 and 2009, 2) the consolidation of various back office processes in certain markets, 3) the execution of a management services agreement whereby Nexstar operates four stations in exchange for a service fee,
and 4) the consummation of a purchase agreement on March 11, 2009 to acquire all the assets of KARZ.

In addition to the above items,
Nexstars plans for 2009 include certain other cost containment measures, including one week Company furloughs for all employees, if necessary. No assurance can be provided that Nexstars actions will be successful or that such actions
will allow them to maintain compliance with these covenants.

2. Summary of Significant Accounting Policies

Basis of Presentation

Certain
prior year financial statement amounts have been reclassified to conform to the current year presentation.

Local Service Agreements
and Purchase Options

The following table summarizes the various local service agreements Missions stations had in effect as
of December 31, 2008 with Nexstar:



|                   |  |                                                                                            
|------------------ |  | -------------------------------------------------------------------------------------------
|Service Agreements |  | Stations                                                                                   
|TBA Only (1)       |  | WFXP and KHMT                                                                              
|                   | 
|SSA & JSA (2)      |  | KJTL, KJBO-LP, KOLR, KCIT, KCPN-LP, KAMC, KRBC, KSAN, WUTR, WFXW, WYOU, KODE, KTVE and WTVO



|(1) | Mission has a time brokerage agreement (TBA) for each of these stations which allows Nexstar to program most of each stations broadcast time, sell each
stations advertising time and retain the advertising revenue generated in exchange for monthly payments to Mission.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Mission has both a shared service agreement (SSA) and a joint services agreement (JSA) for each of these stations. The SSA allows the sharing of services
including news production, technical maintenance and security, in exchange for Nexstars right to receive certain payments from Mission as described in the SSAs. The JSAs permit Nexstar to sell and retain a percentage of the net revenue from
the stations advertising time in return for monthly payments to Mission of the remaining percentage of the net revenue, as described in the JSAs.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Under these agreements, Mission is responsible for certain operating expenses of its stations and therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations
under the SSAs and JSAs or TBAs until the termination of such agreements. The SSAs and JSAs generally have terms of ten years. Nexstar indemnifies Mission from Nexstars activities pursuant to the local service agreements.

The arrangements under the SSAs and JSAs have had the effect of Nexstar receiving substantially all of the available cash, after debt service costs,
generated by the stations listed above. The arrangements under the TBAs have also had the effect of Nexstar receiving substantially all of the available cash generated by the TBA stations listed above. Mission anticipates that through these local
service agreements, Nexstar will continue to receive substantially all of Missions available cash, after payments for debt service costs, generated by the stations listed above.

Missions sole shareholder has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission station, subject to
Federal Communications Commission (FCC) consent, for consideration equal to the greater of (1) seven times the stations cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the
option agreement, or (2) the amount of its indebtedness. Cash flow is defined as income or loss from operations, plus depreciation and amortization (including amortization of broadcast rights), interest income, non-cash trade and barter
expenses, nonrecurring expenses (including time brokerage agreement fees), network compensation payments received or receivable and corporate management fees, less payments for broadcast rights, non-cash trade and barter revenue and network
compensation revenue. These option agreements (which expire on various dates between 2011 and 2018) are freely exercisable or assignable by Nexstar without consent or approval by Missions sole shareholder. The Company expects these option
agreements to be renewed upon expiration.



F-7



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



2. Summary of Significant Accounting Policies(Continued)



Nexstar does not own Mission or Missions television stations. However, as a result of the
guarantee of all obligations incurred under Missions senior secured credit facility by Nexstar Broadcasting Group, Inc. (Nexstars ultimate parent) and its subsidiaries (Nexstar Broadcasting Group) and the arrangements under
the local service agreements and purchase option agreements with Nexstar, Nexstar is deemed, under accounting principles generally accepted in the United States of America (U.S. GAAP), to have a controlling financial interest in Mission
while complying with the FCCs rules regarding ownership limits in television markets. In order for both Nexstar and Mission to comply with the FCC regulations, Mission maintains complete responsibility for and control over programming,
finances, personnel and operations of its stations.

Characterization of SSA Fees

We present the fees incurred pursuant to SSAs with Nexstar as an operating expense in our financial statements. Our decision to characterize the SSA fees
in this manner is based on our conclusion that (a) the benefit our stations receive from these local service agreements is sufficiently separate from the consideration paid to us from Nexstar under JSAs, (b) we can reasonably estimate the
fair value of the benefit our stations receive under the SSA agreement, and (c) the SSA fee we pay to Nexstar does not exceed the estimated fair value of the benefit our stations receive.

Variable Interest Entities

In
accordance with Financial Accounting Standards Board (FASB) Interpretation No. 46 (revised 2003), Consolidation of Variable Interest Entities, an interpretation of Accounting Research Bulletin No. 51 (FIN
No. 46R), the Company will consolidate an entity when it is determined that the Company is the primary beneficiary of such entity.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make
estimates and use assumptions that affect the reported amounts of assets and liabilities and the disclosure for contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the
reporting period. The more significant estimates made by management include those relating to the allowance for doubtful accounts, barter transactions, income taxes, the recoverability of broadcast rights and the carrying amounts, recoverability,
and useful lives of intangible assets. Actual results may vary from estimates used.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of ninety days or less to be cash equivalents.

Accounts Receivable and Allowance for Doubtful Accounts

The Companys accounts receivable consists primarily of billings to cable and satellite carriers for compensation associated with retransmission consent agreements and amounts due from the major television
networks under the network affiliation agreements. The Company maintains an allowance for doubtful accounts when necessary for estimated losses resulting from the inability of customers to make required payments. Management evaluates the
collectability of accounts receivable based on a combination of factors. In circumstances where management is aware of a specific customers inability to meet its financial obligations, an allowance is recorded to reduce their receivable amount
to an amount estimated to be collected. The Company had no allowance for doubtful accounts at December 31, 2008 and 2007 given the composition of its accounts receivable at those dates. The Company had no bad debt expense for the years ended
December 31, 2008, 2007 and 2006.

Concentration of Credit Risk

Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents. Cash
deposits are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits; however, the Company believes these deposits are maintained with financial institutions of reputable
credit and are not subject to any unusual credit risk.



F-8



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



2. Summary of Significant Accounting Policies(Continued)



Revenue Recognition

The Companys revenue is primarily derived from the sale of television advertising by Nexstar under JSAs, network compensation and other broadcast
related revenues. Advertising revenue is recognized, net of agency commissions, in the period during which the commercial is aired.



| |  |  | Revenue from Nexstar, representing a percentage of net advertising revenue derived from the sale of commercials on the Companys stations, is recognized in the
period during which the time spots are aired.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Retransmission compensation is recognized based on the number of subscribers over the contract period.
| | - |  | ------------------------------------------------------------------------------------------------------



| |  |  | Other revenues, which may include tower rent revenue and other similar activities from time to time, are recognized in the period during which the services are
provided.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Network compensation is either recognized when the Companys station broadcasts specific network programming based upon a negotiated hourly-rate, or on a
straight-line basis based upon the total negotiated compensation to be received by the Company over the term of the agreement.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The Company barters advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at managements estimate of the value of the advertising
time exchanged, which approximates the fair value of the program material received. The value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. Revenue from barter transactions is
recognized as the related advertisement spots are broadcast. The Company recorded $2.5 million, $2.3 million and $2.2 million of barter revenue for the years ended December 31, 2008, 2007 and 2006, respectively.

Barter expense is recognized at the time program broadcast rights assets are used. The Company recorded $2.5 million, $2.3 million and $2.2 million of
barter expense for the years ended December 31, 2008, 2007 and 2006, respectively, which was included in amortization of broadcast rights in the Companys statement of operations.

Broadcast Rights and Broadcast Rights Payable

The Company records rights to programs, primarily in the form of syndicated programs and feature movie packages obtained under license agreements for the limited right to broadcast the suppliers programming when
the following criteria are met: 1) the cost of each program is known or reasonably determinable, 2) the license period has begun, 3) the program material has been accepted in accordance with the license agreement, and 4) the programming is available
for use. Broadcast rights are initially recorded at the amount paid or payable to program suppliers; or, in the case of barter transactions, at managements estimate of the value of the advertising time exchanged using historical advertising
rates, which approximates the fair value of the program material received. Broadcast rights are stated at the lower of unamortized cost or net realizable value. The current portion of broadcast rights represents those rights available for broadcast
which will be amortized in the succeeding year. Amortization of broadcast rights is computed using the straight-line method based on the license period or programming usage, whichever period yields the shorter life. Broadcast rights liabilities are
reduced by monthly payments to program suppliers; or, in the case of barter transactions, are amortized over the life of the associated programming license contract as a component of trade and barter revenue. When projected future net revenue
associated with a program is less than the current carrying amount of the program broadcast rights, for example, due to poor ratings, the Company writes down the unamortized cost of the broadcast rights to equal the amount of projected future net
revenue. If the expected broadcast period was shortened or cancelled, the Company would be required to write-off the remaining value of the related broadcast rights on an accelerated basis or possibly immediately. Such reductions in unamortized
costs is included in amortization of broadcast rights in the statement of operations.

Property and Equipment

Property and equipment is stated at cost. The cost and related accumulated depreciation applicable to assets sold or retired are removed from the accounts
and the gain or loss on disposition is recognized. Major renewals and betterments are capitalized and ordinary repairs and maintenance are charged to expense in the period incurred. Depreciation is computed on a straight-line basis over the
estimated useful lives of the assets ranging from 3 to 39 years (see Note 6).



F-9



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



2. Summary of Significant Accounting Policies(Continued)



Network Affiliation Agreements

Network affiliation agreements are stated at estimated fair value at the date of acquisition using a discounted cash flow method. Amortization is computed
on a straight-line basis over the estimated useful life of 15 years.

Each of the Companys stations has a network affiliation
agreement pursuant to which the broadcasting network provides programming to the station during specified time periods, including prime time. Under the affiliation agreements with NBC, CBS and ABC, most of the Companys stations receive
compensation for distributing the networks programming over the air and for allowing the network to keep a portion of advertising inventory during those time periods. The affiliation agreements with Fox and MyNetworkTV do not provide for
compensation.

Intangible Assets

Intangible assets consist primarily of goodwill, broadcast licenses (FCC licenses) and network affiliation agreements that are stated at estimated fair value at the date of acquisition using a discounted
cash flow method. The Companys goodwill and FCC licenses are considered to be indefinite-lived intangible assets and are not amortized but instead are tested for impairment annually or whenever events or changes in circumstances indicate that
such assets might be impaired. Network affiliation agreements are subject to amortization computed on a straight-line basis over the estimated useful life of 15 years.

As required by SFAS 142, Goodwill and Other Intangible Assets (SFAS 142), we test our FCC licenses and goodwill for impairment annually or whenever we believe events have occurred and
circumstances changed that would more likely than not reduce the fair value of our reporting units below their carrying amounts. The impairment test for FCC licenses consists of a station-by-station comparison of the carrying amount of FCC licenses
with their fair value, using a discounted cash flow analysis. The impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair
value of the station (reporting unit) to its carrying amount. The fair value of a reporting unit is determined using a discounted cash flows analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not
considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test
compares the implied fair value of the reporting units goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting unit fair value
(as determined in Step 1) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess.

In accordance with SFAS 144 Accounting for the Impairment or Disposal of Long-Lived Assets, the Company tests network affiliation agreements
whenever events or changes in circumstances indicate that their carrying amount may not be recoverable, relying on a number of factors including operating results, business plans, economic projections and anticipated future cash flows. An impairment
in the carrying amount of a network affiliation agreement is recognized when the expected future operating cash flow derived from the operation to which the asset relates is less than its carrying value. The impairment test for network affiliation
agreements consists of a station-by-station comparison of the carrying amount of network affiliation agreements with their fair value, using a discounted cash flow analysis. See Note 7 for additional information.



F-10



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



2. Summary of Significant Accounting Policies(Continued)



Debt Financing Costs

Debt financing costs represent direct costs incurred to obtain long-term financing and are amortized to interest expense over the term of the related
debt. Previously capitalized debt financing costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. As of December 31, 2008 and 2007, debt
financing costs of $0.2 million were included in other noncurrent assets.

Advertising Expense

The cost of advertising is expensed as incurred. The Company had no advertising expense for the years ended December 31, 2008, 2007 and 2006.

Financial Instruments

The carrying amount of cash and cash equivalents, broadcast rights payable, accounts payable and accrued expenses approximates fair value due to their short-term nature. The interest rates on the Companys term loan and revolving
credit facility are adjusted regularly to reflect current market rates.

Income Taxes

The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the
expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is
more likely than not that some or all of the deferred tax assets will not be realized.

On January 1, 2007, the Company adopted
Financial Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement No. 109 (FIN No. 48). FIN No. 48 addresses the determination of whether tax benefits claimed or
expected to be claimed on a tax return should be recorded in the financial statements. Under FIN No. 48, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be
sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all
relevant information. For interest and penalties relating to income taxes the Company recognizes these items as components of income tax expense.

Nonmonetary Asset Exchanges

In connection with a spectrum allocation exchange ordered by the FCC within the 1.9 GHz
band, Sprint Nextel Corporation (Nextel) is required to replace certain existing analog equipment with comparable digital equipment. The Company has agreed to accept the substitute equipment that Nextel will provide and in turn must
relinquish its existing equipment to Nextel. Neither party will have any continuing involvement in the equipment transferred following the exchange. We account for this arrangement as an exchange of assets in accordance with Accounting Principles
Board No. 29, Accounting for Nonmonetary Transactions, as amended by SFAS No. 153, Exchanges of Nonmonetary Assets. The equipment the Company receives under this arrangement is recorded at their estimated fair
market value and depreciated over estimated useful lives ranging from 5 to 15 years. Managements determination of the fair market value is derived from the most recent prices paid to manufacturers and vendors for the specific equipment
acquired. As equipment is exchanged, the Company records a gain to the extent that the fair market value of the equipment received exceeds the carrying amount of the equipment relinquished.

Recent Accounting Pronouncements

The Company adopted SFAS No. 157 effective January 1, 2008 for financial assets and financial liabilities measured on a recurring basis. SFAS No. 157 applies to all financial assets and financial liabilities that are being
measured and reported on a fair value basis. There was no impact for adoption of SFAS No. 157 to the Consolidated Financial Statements as it relates to financial assets and financial liabilities. SFAS No. 157 requires disclosure that
establishes a framework for measuring fair value and expands disclosure about fair value measurements. The statement requires fair value measurement be classified and disclosed in one of the following three categories:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;



F-11



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



2. Summary of Significant Accounting Policies(Continued)



Level 2: Quoted prices in markets that are not active, or inputs which are observable, either
directly or indirectly, for substantially the full term of the asset or liability;

Level 3: Prices or valuation techniques that require
inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

In
February 2008, the FASB issued FSP No. FAS 157-2, Effective Date of FASB Statement No. 157, which defers the effective date for us to January 1, 2009 for all nonfinancial assets and liabilities, except those that are recognized
or disclosed at fair value on a recurring basis (that is, at least annually). Management is currently evaluating the impact the adoption of this FSP will have on the Companys consolidated financial statements, but does not presently anticipate
it will have a material effect on its consolidated financial position or results of operations.

In February 2007, the FASB issued
Statement of Financial Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an amendment of FASB No. 115 (SFAS No. 159), which provides a fair
value measurement option for eligible financial assets and liabilities. Under SFAS No. 159, an entity is permitted to elect to apply fair value accounting to a single eligible item, subject to certain exceptions, without electing it for other
identical items. Subsequent unrealized gains and losses on items for which the fair value option has been elected will be included in earnings. The fair value option established by this Statement is irrevocable, unless a new election date occurs.
This standard reduces the complexity in accounting for financial instruments and mitigates volatility in earnings caused by measuring related assets and liabilities differently. SFAS No. 159 is effective as of the beginning of an entitys
first fiscal year beginning after November 15, 2007 which for the Company was January 1, 2008. The Company adopted the provisions of this Statement in the first quarter of 2008. The adoption of SFAS No. 159 had no effect on its
consolidated financial position or results of operations.

In December 2007, the FASB issued Statement of Financial Accounting Standards
No. 141R, Business Combinations (SFAS No. 141R), which establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets acquired,
the liabilities assumed, and any noncontrolling interest in the acquiree. SFAS 141R also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to enable users of
the financial statements to evaluate the nature and financial effects of the business combination. SFAS 141R is effective for fiscal years beginning after December 15, 2008. Early adoption is not permitted. Management is currently evaluating
the impact the adoption of SFAS No. 141R will have on the Companys consolidated financial statements, which will be contingent upon the individual characteristics of the Companys future acquisition activity.

In April 2008, the FASB issued FASB Staff Position (FSP) No. FAS 142-3, Determination of the Useful Life of Intangible Assets,
which amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under FASB Statement No. 142, Goodwill and Other Intangible Assets.
This Position is effective for fiscal years beginning after December 15, 2008 and only applies prospectively to intangible assets acquired after the effective date. Early adoption is not permitted. Management is currently evaluating the impact
that this statement will have on our consolidated financial position or results of operations.

3. Acquisitions

Purchase Acquisitions

During
2008, the Company consummated the acquisition listed below. This acquisition was accounted for using the purchase method of accounting and, accordingly, the purchase price was allocated to assets acquired and liabilities assumed based on their
estimated fair value on the acquisition date. The excess of the purchase price over the fair values assigned to the net assets acquired was recorded as goodwill.



F-12



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



3. Acquisitions(Continued)



|        |  |                     |  |                                         |  |                 
|------- |  | ------------------- |  | --------------------------------------- |  | ----------------
|Station |  | Network Affiliation |  | Market                                  |  | Date Acquired   
|KTVE    |  | NBC                 |  | Monroe, Louisiana  El Dorado, Arkansas |  | January 16, 2008

KTVE

On June 27, 2007, Mission entered into a purchase agreement with Piedmont Television Holdings LLC to acquire substantially all the assets of KTVE, the NBC affiliate serving the Monroe, Louisiana/El Dorado,
Arkansas market. On January 16, 2008, Mission completed the acquisition of KTVE for total additional consideration of $8.3 million, inclusive of transaction costs of $0.5 million which is included in goodwill. Pursuant to the terms of the
agreement, Mission made a down payment of $0.4 million against the purchase price in June 2007 and paid the remaining $7.4 million, exclusive of transaction costs, on January 16, 2008 from available cash on hand. Upon closing the purchase of
KTVE, Mission entered into a JSA and SSA with Nexstar-owned KARD, the Fox affiliate in the market, whereby KARD provides local news, sales and other non-programming services to KTVE.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition.



|                                                  |  |   |       
|------------------------------------------------- |  | - | ------
|Accounts receivable                               |  | $ | 1,081 
|Current portion of broadcast rights               |  |   | 408   
|Prepaid expenses and other current assets         |  |   | 12    
|Property and equipment                            |  |   | 3,534 
|Intangible assets                                 |  |   | 3,808 
|Goodwill                                          |  |   | 2,802 
|                                                  |  |   |       
|Total assets acquired                             |  |   | 11,645
|Less: current portion of broadcast rights payable |  |   | 152   
|Less: accounts payable                            |  |   | 113   
|Less: deferred gain on lease                      |  |   | 2,216 
|Less: accrued expenses and other liabilities      |  |   | 854   
|                                                  |  |   |       
|Net assets acquired                               |  | $ | 8,310 
|                                                  |  |   |       

Of the $3.8 million of acquired intangible assets, $2.7 million was assigned to FCC licenses that
are not subject to amortization and $1.1 million was assigned to network affiliation agreements (estimated useful life of 15 years). Goodwill of $2.8 million is expected to be deductible for tax purposes. The $2.2 million of acquired lease cost is
included in other long term liabilities.

Unaudited Pro Forma Information

The following unaudited pro forma information has been presented as if the acquisition of KTVE had occurred on January 1, 2007 and 2008:



|                              |  |                                          |        |   |                             |        |  
|----------------------------- |  | ---------------------------------------- | ------ | - | --------------------------- | ------ | -
|                              |  | Year EndedDecember 31, 2008              |        |   | Year EndedDecember 31, 2007 |       
|                              |  | (in thousands, except per share amounts) |       
|Net revenue                   |  | $                                        | 42,168 |   |                             | 43,793 |  
|Income (loss) from operations |  |                                          | 1,148  |   |                             | 9,838  |  
|Loss before income taxes      |  |                                          | (8,290 | ) |                             | (2,870 | )
|Net loss                      |  |                                          | (7,558 | ) |                             | (4,117 | )



F-13



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



3. Acquisitions(Continued)



The above selected unaudited pro forma information is presented for illustrative purposes only and is
not necessarily indicative of results of operations in future periods or results that would have been achieved had the Company owned the acquired station during the specified period.



F-14



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



4. Pending Transaction with Nexstar

On April 11, 2006, Nexstar and Mission filed an application with the FCC for consent to assignment of the license for KFTA Channel 24 (Ft. Smith,
Arkansas) from Nexstar to Mission. Consideration for this transaction is set at $5.6 million. On August 28, 2006, Mission and Nexstar entered into a local service agreement whereby Mission pays Nexstar for the right to broadcast programming on
KFTA and Nexstar pays Mission for the right to sell all advertising time on KFTA within certain time periods. Also in 2006, Mission entered into an affiliation agreement with the Fox network which provides Fox programming to KFTA. Upon completing
the assignment of KFTAs license, the Company plans to enter into JSA and SSA agreements with Nexstar-owned KNWA in Fort Smith-Fayetteville-Springdale-Rogers, Arkansas, whereby KNWA will provide local news, sales and other non-programming
services to KFTA. See Note 5 for a more complete discussion of the KFTA local service agreement.

5. Related Party Transactions

Local Service Agreements

Mission has entered
into local service agreements with Nexstar to provide sales and operating services to all of the Mission stations. Under the terms of a shared services agreement (SSA), the Nexstar station in the market provides certain services
including news production, technical maintenance and security, in exchange for monthly payments from Mission to Nexstar. For each station that Mission has entered into an SSA, it has also entered into a joint sales agreement (JSA). Under
the terms of the JSA, Nexstar sells the advertising time of the Mission station and retains a percentage of the net revenue it generates in return for monthly payments to Mission of the remaining percentage of net revenue. Under the terms of a time
brokerage agreement (TBA), Nexstar programs most of the stations broadcast time, sells the stations advertising time and retains the advertising revenue it generates in exchange for monthly payments to Mission. JSA and TBA
fees generated from Nexstar under the agreements are reported as Revenue from Nexstar Broadcasting, Inc., and SSA fees incurred by Mission under the agreements are reported as Fees incurred pursuant to local service agreements with
Nexstar Broadcasting, Inc. in the accompanying statement of operations.

The arrangements under the local service agreements each
Mission station has entered into with Nexstar has had the effect of Nexstar receiving substantially all of the available cash, after Missions payment of operating costs and debt service, generated by the Companys stations. Mission
anticipates that Nexstar will continue to receive substantially all of Missions available cash, after payments for operating costs and debt service, generated by its stations.

In order for both Nexstar and Mission to comply with FCC regulations, Mission maintains complete responsibility for and control over programming,
finances, personnel and operations of its stations.



F-15



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



5. Related Party Transactions(Continued)



The following table summarizes the various local service agreements Mission-owned stations had in
effect with Nexstar as of December 31, 2008:



|               |  |                                              |  |             |  |                  |  |            |  |                                                                                   
|-------------- |  | -------------------------------------------- |  | ----------- |  | ---------------- |  | ---------- |  | ----------------------------------------------------------------------------------
|Station        |  | Market                                       |  | Affiliation |  | Type ofAgreement |  | Expiration |  | Consideration received from or paid to Nexstar                                    
|Mission-owned: |  |                                              |  |             |  |                  |  |            |  |                                                                                   
|WFXP           |  | Erie, PA                                     |  | Fox         |  | TBA              |  | 8/16/11    |  | Monthly payments received from Nexstar(1)                                         
|               |  |                                              |  |             | 
|KJTL and       |  | Wichita Falls, TX-Lawton, OK                 |  | Fox         |  | SSA              |  | 5/31/09    |  | $60 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             | 
|KJBO-LP        |  |                                              |  | MyNetworkTV |  | JSA              |  | 5/31/09    |  | 70% of the KJTL/KJBO-LP net revenue collected each month received from Nexstar    
|               |  |                                              |  |             | 
|WYOU           |  | Wilkes Barre-Scranton, PA                    |  | CBS         |  | SSA              |  | 1/4/18     |  | $110 thousand per month paid to Nexstar                                           
|               |  |                                              |  |             |  | JSA              |  | 9/30/14    |  | 70% of the WYOU net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KODE           |  | Joplin, MO-Pittsburg, KS                     |  | ABC         |  | SSA              |  | 3/31/12    |  | $75 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 9/30/14    |  | 70% of the KODE net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KRBC           |  | Abilene-Sweetwater, TX                       |  | NBC         |  | SSA              |  | 6/12/13    |  | $25 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 6/30/14    |  | 70% of the KRBC net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KSAN           |  | San Angelo, TX                               |  | NBC         |  | SSA              |  | 5/31/14    |  | $10 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 5/31/14    |  | 70% of the KSAN net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|WFXW           |  | Terre Haute, IN                              |  | Fox         |  | SSA              |  | 5/8/13     |  | $10 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 5/8/13     |  | 70% of the WFXW net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KCIT and       |  | Amarillo, TX                                 |  | Fox         |  | SSA              |  | 4/30/09    |  | $50 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             | 
|KCPN-LP        |  |                                              |  | MyNetworkTV |  | JSA              |  | 4/30/09    |  | 70% of the KCIT/KCPN-LP net revenue collected each month received from Nexstar    
|               |  |                                              |  |             | 
|KHMT           |  | Billings, MT                                 |  | Fox         |  | TBA              |  | 12/13/09   |  | Monthly payments received from Nexstar(1)                                         
|               |  |                                              |  |             | 
|KAMC           |  | Lubbock, TX                                  |  | ABC         |  | SSA              |  | 2/15/19    |  | $75 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 2/15/19    |  | 70% of the KAMC net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KOLR           |  | Springfield, MO                              |  | CBS         |  | SSA              |  | 2/15/19    |  | $150 thousand per month paid to Nexstar                                           
|               |  |                                              |  |             |  | JSA              |  | 2/15/19    |  | 70% of the KOLR net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|WUTR           |  | Utica, NY                                    |  | ABC         |  | SSA              |  | 3/31/14    |  | $10 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 3/31/14    |  | 70% of the WUTR net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|WTVO           |  | Rockford, IL                                 |  | ABC         |  | SSA              |  | 10/31/14   |  | $75 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             |  | JSA              |  | 10/31/14   |  | 70% of the WTVO net revenue collected each month received from Nexstar            
|               |  |                                              |  |             | 
|KTVE           |  | Monroe, LA-El Dorado, AR                     |  | NBC         |  | SSA              |  | 1/16/18    |  | $20 thousand per month paid to Nexstar                                            
|               |  |                                              |  |             | 
|               |  |                                              |  |             |  | JSA              |  | 1/16/18    |  | 70% of the KTVE net revenue collected each month received by Nexstar              
|               |  |                                              |  |             | 
|Nexstar-owned: |  |                                              |  |             |  |                  |  |            |  |                                                                                   
|               |  |                                              |  |             | 
|KFTA           |  | Ft. Smith-Fayetteville-Springdale-Rogers, AR |  | Fox/NBC     |  | TBA              |  | (2)        |  | $5 thousand per month paid to Nexstar $20 thousand per
month received from Nexstar



|(1) | Payments are variable based on stations monthly operating expenses.
|--- | --------------------------------------------------------------------

|(2) | TBA will terminate upon the assignment of KFTAs FCC license from Nexstar.
|--- | --------------------------------------------------------------------------



F-16



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



5. Related Party Transactions(Continued)



Under these agreements, Mission is responsible for certain operating expenses of its stations and
therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations under the SSAs and JSAs or TBAs until the termination of such agreements. The SSAs and JSAs generally have a term of ten years.
Nexstar indemnifies Mission from Nexstars activities pursuant to the local service agreement to which Nexstar is a party.

Management Services Agreement

Missions sole shareholder and his spouse are parties to a management services
agreement. Under this agreement, Mission pays the sole shareholder up to $0.4 million per year for certain management services and pays his spouse by the hour for certain management services. Pursuant to the management services agreement, Mission
paid compensation to its sole shareholder in the amount of $0.3 million for the year ended December 31, 2008, and $0.4 million for each of the years ended December 31, 2007 and 2006, respectively, which is included in selling, general and
administrative expenses in the Companys statement of operations.

6. Property and Equipment

Property and equipment consisted of the following:



|                                                        |  |                             |      |                |         |      |  |   |         |  
|------------------------------------------------------- |  | --------------------------- | ---- | -------------- | ------- | ---- |  | - | ------- | -
|                                                        |  | Estimateduseful life(years) |      | December 31,   |        
|                                                        |  |                             | 2008 |                |         | 2007 | 
|                                                        |  |                             |      | (in thousands) |        
|Buildings and building improvements                     |  | 39                          |      | $              | 6,912   |      |  | $ | 6,840   |  
|Land and land improvements                              |  | N/A-39                      |      |                | 1,442   |      |  |   | 1,479   |  
|Leasehold improvements                                  |  | term of lease               |      |                | 70      |      |  |   | 60      |  
|Studio and transmission equipment                       |  | 5-15                        |      |                | 37,894  |      |  |   | 31,467  |  
|Office equipment and furniture                          |  | 3-7                         |      |                | 1,302   |      |  |   | 1,295   |  
|Vehicles                                                |  | 5                           |      |                | 1,149   |      |  |   | 1,096   |  
|Construction in progress                                |  | N/A                         |      |                | 7,659   |      |  |   | 2,843   |  
|                                                        |  |                             |      |                |         |      |  |   |         |  
|                                                        |  |                             |      |                | 56,428  |      |  |   | 45,080  |  
|Less: accumulated depreciation                          |  |                             |      |                | (27,159 | )    |  |   | (25,019 | )
|                                                        |  |                             |      |                |         |      |  |   |         |  
|Property and equipment, net of accumulated depreciation |  |                             |      | $              | 29,269  |      |  | $ | 20,061  |  
|                                                        |  |                             |      |                |         |      |  |   |         |  

The Company recorded depreciation expense in the amounts of $3.3 million, $3.2 million and $3.3
million for the years ended December 31, 2008, 2007 and 2006, respectively.

In February 2006, President Bush signed into law
legislation that established February 17, 2009 as the deadline for television broadcasters to complete their transition to digital transmission and return their analog spectrum to the FCC. In February 2009, President Obama extended this
deadline to June 12, 2009. As a result, the Company reassessed the estimated useful lives of its analog transmission equipment and has accelerated the depreciation of certain equipment affected by the digital conversion. Equipment having a net
book value of approximately $2.4 million as of February 1, 2006, which was previously being depreciated over various remaining useful lives which extended from 2013 to 2020, is now being depreciated over a remaining useful life of three years.
During the years ended December 31, 2008, 2007 and 2006, the accelerated depreciation of analog transmission equipment increased depreciation expense and net loss by approximately $0.6 million, $0.6 million and $0.5 million, respectively.

On May 11, 2001, the Company sold its telecommunications tower facilities associated with KCIT, KOLR, KHMT and KAMC for cash and
entered into noncancellable operating leases with the buyer for tower space. In 2001, the Company recorded a gain on the sale which has been deferred and is being recognized over the lease term which expires in May 2021. The deferred gain at
December 31, 2008 and 2007 was approximately $2.1 million and $2.3 million, respectively ($0.2 million was included in current liabilities at December 31, 2008 and 2007).



F-17



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



7. Intangible Assets and Goodwill

Intangible assets subject to amortization consisted of the following:



|                                                |  |                             |       |                   |                         |                   |   |         |   |       |   |                         |  |   |        |  |   |         |   |  |   |       
|----------------------------------------------- |  | --------------------------- | ----- | ----------------- | ----------------------- | ----------------- | - | ------- | - | ----- | - | ----------------------- |  | - | ------ |  | - | ------- | - |  | - | ------
|                                                |  | Estimateduseful life(years) |       | December 31, 2008 |                         | December 31, 2007
|                                                |  |                             | Gross |                   | AccumulatedAmortization |                   |   | Net     |   | Gross |   | AccumulatedAmortization |  |   | Net   
|                                                |  |                             |       | (in thousands)    |                         | (in thousands)   
|Network affiliation agreements                  |  | 15                          |       | $                 | 66,443                  |                   | $ | (40,079 | ) |       | $ | 26,364                  |  | $ | 66,744 |  | $ | (35,556 | ) |  | $ | 31,188
|Other definite-lived intangible assets          |  | 1-15                        |       |                   | 13,117                  |                   |   | (8,816  | ) |       |   | 4,301                   |  |   | 13,117 |  |   | (7,937  | ) |  |   | 5,180 
|                                                |  |                             |       |                   |                         |                   |   |         |   |       |   |                         |  |   |        |  |   |         |   |  |   |       
|Total intangible assets subject to amortization |  |                             |       | $                 | 79,560                  |                   | $ | (48,895 | ) |       | $ | 30,665                  |  | $ | 79,861 |  | $ | (43,493 | ) |  | $ | 36,368
|                                                |  |                             |       |                   |                         |                   |   |         |   |       |   |                         |  |   |        |  |   |         |   |  |   |       

As required by SFAS 142, Goodwill and Other Intangible Assets (SFAS 142),
and SFAS 144, Accounting for the Impairment or Disposal of Long-Lived Assets, we tested our network affiliation agreements, FCC licenses and goodwill for impairment at September 30, 2008, because we believed events had occurred and
circumstances changed that would more likely than not reduce the fair value of our reporting units below their carrying amounts and that our FCC licenses and network affiliation agreements might be impaired. These events included the decline in
overall economic conditions and the resulting decline in advertising revenues at some of our television stations. We recorded an impairment charge of $5.9 million that included an impairment to the carrying values of FCC licenses of $4.7 million,
related to 6 of our television stations; an impairment to the carrying value of network affiliation agreements of $1.0 million, related to 2 of our television stations; and an impairment to the carrying values of goodwill of $0.2 million, related to
2 of our television stations.

We performed our annual test for impairment at December 31, 2008 and due to the continued decline in
overall economic conditions during the fourth quarter of 2008 and the further decline in our forecasts for advertising revenues at some stations, the Company recorded an additional $5.5 million in impairment charges in the fourth quarter 2008, for
an annual total of $11.4 million. Of the additional $5.5 million impairment charges, $4.0 million was for FCC licenses, related to 9 of our television stations, $0.4 million was for network affiliation agreements related to 1 television stations,
and $1.1 million was for goodwill, related to 3 of our television stations.

The tables below illustrate how assumptions used in the fair
value calculations varied from third quarter to fourth quarter 2008. The increase in the discount rate reflects the current volatility of stock prices of public companies within the media sector along with the increase in the corporate borrowing
rate. The changes in the market growth rates and operating profit margins reflect the current general economic pressures now impacting both the national and a number of local economies, and specifically, national and local advertising expenditures
in the markets where our stations operate.

An impairment in the carrying amount of a network affiliation agreement is recognized when the
expected future operating cash flow derived from the operation to which the asset relates to is less than its carrying value. The impairment charge for network affiliation agreements represents a station-by-station comparison of the carrying amount
of network affiliation agreements with their fair value, using a discounted cash flow analysis.

The impairment test for FCC licenses
consists of a station-by-station comparison of the carrying amount of FCC licenses with their fair value, using a discounted cash flows analysis.

The impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of the station (reporting unit) to its
carrying amount. The fair value of a reporting unit is determined using a discounted cash flows analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the
reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting
units goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting units fair value (as determined in Step 1) as the purchase
price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess.



F-18



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



7. Intangible Assets and Goodwill(Continued)



Determining the fair value of our television stations requires our management to make a number of
judgments about assumptions and estimates that are highly subjective and that are based on unobservable inputs. The actual results may differ from these assumptions and estimates; and it is possible that such differences could have a material impact
on our financial statements. In addition to the various inputs (i.e. market growth, operating profit margins, discount rates) that we use to calculate the fair value of our FCC licenses and reporting units, we evaluate the reasonableness of our
assumptions by comparing the total fair value of all our reporting units to our total market capitalization; and by comparing the fair value of our reporting units or television stations, and FCC licenses to recent television station sale
transactions. The assumptions used in the valuation testing have certain subjective components including anticipated future operating results and cash flows based on our own internal business plans as well as future expectations about general
economic and local market conditions.

We based the valuation of FCC licenses at December 31, 2008 and September 30, 2008 on the
following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market growth rates      |  | 2.0% to 2.8%     |  | 2.0% to 2.8%     
|Operating profit margins |  | 11.9% to 25.4%   |  | 12.1% to 25.4%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 40.6%   |  | 34.0% to 40.6%   
|Capitalization rate      |  | 8.0% to 8.8%     |  | 6.8% to 7.5%     

We based the valuation of network affiliation agreements at December 31, 2008 and
September 30, 2008 on the following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market growth rates      |  | 2.0% to 2.8%     |  | 2.0% to 2.5%     
|Operating profit margins |  | 14.0 to 26.3%    |  | 14.3% to 26.4%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 39.6%   |  | 34.0% to 39.6%   
|Capitalization rate      |  | 8.3% to 8.8%     |  | 7.0% to 7.5%     

We based the valuation of goodwill at December 31, 2008 and September 30, 2008 on the
following basic assumptions:



|                         |  |                  |  |                  
|------------------------ |  | ---------------- |  | -----------------
|                         |  | December 31,2008 |  | September 30,2008
|Market revenue growth    |  | 2.0% to 2.8%     |  | 2.0% to 2.8%     
|Operating profit margins |  | 20.0% to 32.1%   |  | 20.0% to 34.1%   
|Discount rate            |  | 10.8%            |  | 9.5%             
|Tax rate                 |  | 34.0% to 40.6%   |  | 34.0% to 40.6%   
|Capitalization rate      |  | 8.0% to 8.8%     |  | 6.8% to 7.5%     

As noted above, we are required under SFAS 142 to test our indefinite-lived intangible assets on
an annual basis or whenever events or changes in circumstances indicate that these assets might be impaired. As a result, if the current economic trends continue and the credit and capital markets continue to be disrupted, it is possible that we may
record further impairments in the future.

Total amortization expense from definite-lived intangibles for each of the three years ended
December 31, 2008, 2007 and 2006 was $5.4 million.

The estimated useful life of network affiliation agreements contemplates renewals
of the underlying agreements based on the Companys historical ability to renew such agreements without significant cost or modifications to the conditions from which the value of the affiliation was derived. These renewals can result in
estimated useful lives of individual affiliations ranging from 12 to 20 years. Management has determined that 15 years is a reasonable estimate within the range of such estimated useful lives.



F-19



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



7. Intangible Assets and Goodwill(Continued)



The following table presents the Companys estimate of amortization expense for each of the five
succeeding fiscal years and thereafter for definite-lived intangible assets recorded on its books as of December 31, 2008 (in thousands):



|                         |  |   |      
|------------------------ |  | - | -----
|Year ending December 31,
|2009                     |  | $ | 5,155
|2010                     |  | $ | 5,155
|2011                     |  | $ | 5,103
|2012                     |  | $ | 5,088
|2013                     |  | $ | 4,261
|Thereafter               |  | $ | 5,903

The aggregate carrying value of indefinite-lived intangibles, consisting of FCC licenses and
goodwill, was $41.3 million and $45.9 million at December 31, 2008 and 2007, respectively. Indefinite-lived intangible assets are not subject to amortization, but are tested for impairment annually or whenever events or changes in circumstances
indicate that such assets might be impaired.

The changes in carrying amount of goodwill for the years ended December 31, 2008 and
2007 were as follows:



|                             |  |                |        |   |      |   |       
|---------------------------- |  | -------------- | ------ | - | ---- | - | ------
|                             |  | December 31,  
|                             |  | 2008           |        |   | 2007
|                             |  | (in thousands)
|Beginning Balance            |  | $              | 17,122 |   |      | $ | 16,651
|Acquisition                  |  |                | 2,802  |   |      |   |      
|Impairment                   |  |                | (1,289 | ) |      |   |      
|Reclassification of an asset |  |                |       |   |      |   | 471   
|                             |  |                |        |   |      |   |       
|Ending Balance               |  | $              | 18,635 |   |      | $ | 17,122
|                             |  |                |        |   |      |   |       

During 2007, the Company reclassified certain amounts representing goodwill that were improperly
classified as other intangible assets.

The changes in carrying amount of FCC licenses for the years ended December 31, 2008 and 2007
were as follows:



|                  |  |                |        |   |      |   |       
|----------------- |  | -------------- | ------ | - | ---- | - | ------
|                  |  | December 31,  
|                  |  | 2008           |        |   | 2007
|                  |  | (in thousands)
|Beginning Balance |  | $              | 28,736 |   |      | $ | 28,736
|Acquisition       |  |                | 2,659  |   |      |   |      
|Impairment        |  |                | (8,700 | ) |      |   |      
|                  |  |                |        |   |      |   |       
|Ending Balance    |  | $              | 22,695 |   |      | $ | 28,736
|                  |  |                |        |   |      |   |       



F-20



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



8. Debt

Long-term debt consisted of the following:



|                          |  |                |         |   |      |   |         |  
|------------------------- |  | -------------- | ------- | - | ---- | - | ------- | -
|                          |  | December 31,   |        
|                          |  | 2008           |         |   | 2007 |  
|                          |  | (in thousands) |        
|Term loans                |  | $              | 167,087 |   |      | $ | 168,814 |  
|Revolving credit facility |  |                | 7,000   |   |      |   | 7,000   |  
|                          |  |                |         |   |      |   |         |  
|                          |  |                | 174,087 |   |      |   | 175,814 |  
|Less: current portion     |  |                | (1,727  | ) |      |   | (1,727  | )
|                          |  |                |         |   |      |   |         |  
|                          |  | $              | 172,360 |   |      | $ | 174,087 |  
|                          |  |                |         |   |      |   |         |  

Senior Secured Credit Facility

On April 1, 2005, Mission entered into an amended and restated senior secured credit facility agreement (the Mission Facility) with a
group of commercial banks which replaced its previous bank credit facility that had provided for a $152.0 million Term Loan D and a $30.0 million revolving loan. The Mission Facility consists of a Term Loan B and a $15.0 million revolving loan.
Proceeds obtained under the Term Loan B were used to repay Missions existing Term Loan D in the amount of $150.9 million plus accrued interest and repay outstanding borrowings under the revolving loan in the amount of $21.5 million plus
accrued interest.

As of December 31, 2008 and 2007, Mission had $167.1 million and $168.8 million, respectively, outstanding under
its Term Loan B and $7.0 million outstanding under its revolving loan.

The Term Loan B matures in October 2012, and is payable in
consecutive quarterly installments amortized at 0.25% quarterly, which commenced on December 30, 2005, with the remaining 93.25% due at maturity. During the year ended December 31, 2008 repayments of Missions Term Loan B totaled $1.7
million. The revolving loan is not subject to incremental reduction and matures in April 2012. Mission is required to prepay borrowings outstanding under the Mission Facility with certain net proceeds, recoveries and excess cash flows as defined in
the credit facility agreement.

The Term Loan B bears interest at either the higher of the prevailing prime rate or the Federal Funds Rate
plus 0.50% (the Base Rate), plus an applicable margin of 0.50%; or LIBOR plus 1.75%. The revolving loan bears interest at either the Base Rate plus an applicable margin ranging between 0.00% and 0.75%; or LIBOR plus an applicable margin
ranging between 0.75% and 2.00%. Interest rates are selected at Missions option and the applicable margin is adjusted quarterly as defined in the credit facility agreement. The total weighted-average interest rate of the Mission Facility was
3.2% and 6.61% at December 31, 2008 and 2007, respectively. Interest is payable periodically based on the type of interest rate selected. Additionally, Mission is required to pay quarterly commitment fees on the unused portion of its revolving
loan commitment ranging from 0.375% to 0.50% per annum, based on the consolidated senior leverage ratio of Nexstar and Mission for that particular quarter.

As of December 31, 2008, there were approximately $8.0 million of unused commitments under Missions credit facility. The total amount of borrowings available under the revolving loan commitment of
Missions senior secured credit facility is based on covenant calculations contained in Nexstars credit agreement. As of December 31, 2008, all $8.0 million of total unused commitments under the Mission credit facility were available
for borrowing.

Collateralization and Guarantees of Debt

Nexstar Broadcasting Group (Nexstars ultimate parent) and its subsidiaries guarantee full payment of all obligations under Missions bank
credit facility in the event of its default. Similarly, Mission is a guarantor of Nexstars bank credit facility and the senior subordinated notes issued by Nexstar. The bank credit facilities are collateralized by a security interest in
substantially all the combined assets, excluding FCC licenses, of Nexstar and Mission.

Debt Covenants

Missions bank credit facility agreement does not contain financial covenant ratio requirements, but does provide for default in the event Nexstar
does not comply with all covenants contained in its credit agreement.



F-21



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



8. Debt(Continued)



Fair Value of Debt

The aggregate carrying amounts and estimated fair value of Nexstars and Missions debt were as follows:



|                               |  |                   |         |                   |   |                |  |           |         |  |   |        
|------------------------------ |  | ----------------- | ------- | ----------------- | - | -------------- |  | --------- | ------- |  | - | -------
|                               |  | December 31, 2008 |         | December 31, 2007
|                               |  | CarryingAmount    |         | Fair Value        |   | CarryingAmount |  | FairValue
|                               |  | (in thousands)   
|Term loans(1)                  |  | $                 | 167,087 |                   | $ | 151,059        |  | $         | 168,814 |  | $ | 168,814
|Revolving credit facilities(1) |  | $                 | 7,000   |                   | $ | 6,284          |  | $         | 7,000   |  | $ | 7,000  



|(1) | The fair value of bank credit facilities is computed based on borrowing rates currently available to Mission for bank loans with similar terms and average maturities.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

Debt Maturities

At December 31, 2008, scheduled maturities of Missions debt (undiscounted) are summarized as follows (in thousands):



|                        |  |   |        
|----------------------- |  | - | -------
|Year ended December 31,
|2009                    |  | $ | 1,727  
|2010                    |  |   | 1,727  
|2011                    |  |   | 1,727  
|2012                    |  |   | 168,906
|2013                    |  |   |       
|Thereafter              |  |   |       
|                        |  |   |        
|                        |  | $ | 174,087
|                        |  |   |        

Loss on Extinguishment of Debt

The redemption, repayment, refinancing, or amendment of the Companys debt obligations may result in the write-off of debt financing costs previously
capitalized and certain other costs incurred in the transaction. The reduction of Missions revolving loan commitment under its senior secured credit facility in December 2006 resulted in the write-off of $0.3 million of previously capitalized
debt financing costs.

9. Common Stock

The Company is 100% owned by one shareholder, David S. Smith. As of December 31, 2008 and 2007, the Company had authorized, issued and outstanding 1,000 shares of common stock with a $1 dollar par value. Each share of common stock is
entitled to one vote.

10. Gain on Asset Exchange

In 2004, the FCC approved a spectrum allocation exchange between Sprint Nextel Corporation (Nextel) and public safety entities to eliminate interference being caused to public safety radio licensees by
Nextels operations. As part of this spectrum exchange, the FCC granted Nextel the right to certain spectrum within the 1.9 GHz band that is currently used by television broadcasters. In order to utilize this spectrum, Nextel is required to
relocate the broadcasters to new spectrum by replacing all analog equipment currently used by broadcasters with comparable digital equipment. The Company has agreed to accept the substitute equipment that Nextel will provide and in turn must
relinquish its existing equipment back to Nextel. This transition began on a market by market basis beginning in the third quarter of 2007. The equipment the Company receives under this arrangement is recorded at their estimated fair market value
and depreciated over estimated useful lives ranging from 5 to 15 years. Managements determination of fair market value is derived from the most recent prices paid to manufacturers and vendors for the specific equipment acquired. As equipment
is exchanged, the Company records a gain to the extent that the fair market value of the equipment received exceeds the carrying amount of the equipment relinquished. For the years ended December 31, 2008 and 2007, the Company recognized gains
of $0.9 million and $0.3 million, respectively, from the exchange of this equipment.



F-22



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



11. Income Taxes

The provision (benefit) for income taxes consisted of the following components:



|                                |  |                          |      |   |      |   |       |      |  |   |      
|------------------------------- |  | ------------------------ | ---- | - | ---- | - | ----- | ---- |  | - | -----
|                                |  | Years Ended December 31,
|                                |  | 2008                     |      |   | 2007 |   |       | 2006
|                                |  | (in thousands)          
|Current tax expense:            |  |                          |      |   |      |   |       |      |  |   |      
|Federal                         |  | $                        |     |   |      | $ |      |      |  | $ |     
|State                           |  |                          | 77   |   |      |   | 72    |      |  |   |     
|                                |  |                          |      |   |      |   |       |      |  |   |      
|                                |  |                          | 77   |   |      |   | 72    |      |  |   |     
|                                |  |                          |      |   |      |   |       |      |  |   |      
|                                |  |                          |     
|Deferred tax expense (benefit): |  |                          |      |   |      |   |       |      |  |   |      
|Federal                         |  |                          | (744 | ) |      |   | 1,215 |      |  |   | 1,062
|State                           |  |                          | (70  | ) |      |   | (152  | )    |  |   | 110  
|                                |  |                          |      |   |      |   |       |      |  |   |      
|                                |  |                          | (814 | ) |      |   | 1,063 |      |  |   | 1,172
|                                |  |                          |      |   |      |   |       |      |  |   |      
|Income tax expense (benefit):   |  | $                        | (737 | ) |      | $ | 1,135 |      |  | $ | 1,172
|                                |  |                          |      |   |      |   |       |      |  |   |      

The provision for income taxes differs from the amount computed by applying the statutory federal
income tax rate of 35% to loss from operations before income taxes. The sources and tax effects of the differences were as follows:



|                                              |  |                          |        |   |      |   |        |      |  |   |       |  
|--------------------------------------------- |  | ------------------------ | ------ | - | ---- | - | ------ | ---- |  | - | ----- | -
|                                              |  | Years Ended December 31, |       
|                                              |  | 2008                     |        |   | 2007 |   |        | 2006 | 
|                                              |  | (in thousands)           |       
|Tax benefit at 35% statutory federal rate     |  | $                        | (2,897 | ) |      | $ | (1,017 | )    |  | $ | (617  | )
|Change in valuation allowance                 |  |                          | 2,394  |   |      |   | 2,478  |      |  |   | 1,471 |  
|State and local taxes, net of federal benefit |  |                          | (235   | ) |      |   | (327   | )    |  |   | 318   |  
|Other, net                                    |  |                          | 1      |   |      |   | 1      |      |  |   |      |  
|                                              |  |                          |        |   |      |   |        |      |  |   |       |  
|Income tax expense (benefit)                  |  | $                        | (737   | ) |      | $ | 1,135  |      |  | $ | 1,172 |  
|                                              |  |                          |        |   |      |   |        |      |  |   |       |  

The components of the net deferred tax asset and liability were as follows:



|                                 |  |                |         |   |      |   |         |  
|-------------------------------- |  | -------------- | ------- | - | ---- | - | ------- | -
|                                 |  | December 31,   |        
|                                 |  | 2008           |         |   | 2007 |  
|                                 |  | (in thousands) |        
|Deferred tax assets:             |  |                |         |   |      |   |         |  
|Net operating loss carryforwards |  | $              | 28,893  |   |      | $ | 28,211  |  
|Other intangible assets          |  |                | 4,923   |   |      |   | 3,198   |  
|Deferred revenue                 |  |                | 1,654   |   |      |   | 1,398   |  
|Other                            |  |                | 1,970   |   |      |   | 1,007   |  
|                                 |  |                |         |   |      |   |         |  
|Total deferred tax assets        |  |                | 37,440  |   |      |   | 33,814  |  
|Valuation allowance              |  |                | (36,083 | ) |      |   | (32,881 | )
|                                 |  |                |         |   |      |   |         |  
|Net deferred tax assets          |  |                | 1,357   |   |      |   | 933     |  
|                                 |  |                |         |   |      |   |         |  
|                                 |  |               
|Deferred tax liabilities:        |  |                |         |   |      |   |         |  
|Goodwill                         |  |                | (1,005  | ) |      |   | (2,529  | )
|FCC licenses                     |  |                | (2,636  | ) |      |   | (4,556  | )
|Property and equipment           |  |                | (3,626  | ) |      |   | (573    | )
|                                 |  |                |         |   |      |   |         |  
|Total deferred tax liabilities   |  |                | (7,267  | ) |      |   | (7,658  | )
|                                 |  |                |         |   |      |   |         |  
|Net deferred tax liability       |  | $              | (5,910  | ) |      | $ | (6,725  | )
|                                 |  |                |         |   |      |   |         |  



F-23



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



11. Income Taxes(Continued)



The Companys benefit from income taxes is primarily the result of the impairment charge which
reduced the carrying value of goodwill and other indefinite-lived assets for financial reporting purposes and decreased the deferred tax liability position. The benefit is offset, in part, by a provision for income tax that is primarily comprised of
deferred income taxes created by an increase in the deferred tax liabilities position during the year resulting from the amortization of goodwill and other indefinite-lived intangible assets for income tax purposes which are not amortized for
financial reporting purposes. These deferred tax liabilities do not reverse on a scheduled basis and are not used to support the realization of deferred tax assets. The Companys deferred tax assets primarily result from federal and state net
operating loss carryforwards (NOLs). The Companys NOLs are available to reduce future taxable income if utilized before their expiration. The Company has provided a valuation allowance for certain deferred tax assets as it believes
they may not be realized through future taxable earnings.

On May 18, 2006, the State of Texas enacted legislation to change its
existing franchise tax from a tax based on taxable capital or earned surplus to a new tax based on modified gross revenue (Margin Tax). The former Texas franchise tax structure remained in existence until the end of 2006. Beginning in
2007, the Margin Tax imposes a 1% tax on revenues, less certain costs, as specified in the legislation, generated from Texas activities. Additionally, the legislation provides a temporary credit for Texas business loss carryovers existing through
2006 to be used as an offset to the Margin Tax. On June 15, 2007, the Texas Governor signed legislation that provided various technical corrections to the Texas Margin Tax. Based on the changes provided in this newly enacted tax law, the
Company adjusted its temporary credit for Texas business loss carryovers to be utilized as an offset to the Margin Tax and a related deferred tax asset during the second quarter of 2007. The effect of the revision made to the temporary credit
increased the Companys deferred tax assets position resulting in approximately a $0.3 million reduction in the deferred state income tax provision for the year ended December 31, 2007.

As discussed in Note 2, the Company adopted FIN No. 48 on January 1, 2007. A reconciliation of the beginning and ending balances of the total
amounts of gross unrecognized tax benefits is as follows (in thousands):



|                                                     |  |   |       |  
|---------------------------------------------------- |  | - | ----- | -
|Gross unrecognized tax benefits at January 1, 2007   |  | $ | 4,223 |  
|Increases in tax positions from prior years          |  |   |      |  
|Decreases in tax positions from prior years          |  |   | (446  | )
|Increases in tax positions for current year          |  |   |      |  
|Settlements                                          |  |   |      |  
|Lapse in statute of limitations                      |  |   | (100  | )
|                                                     |  |   |       |  
|Gross unrecognized tax benefits at December 31, 2007 |  | $ | 3,677 |  
|                                                     |  |   |       |  
|Increases in tax positions from prior years          |  |   |      |  
|Decreases in tax positions from prior years          |  |   |      |  
|Increases in tax positions for current year          |  |   |      |  
|Settlements                                          |  |   |      |  
|Lapse in statute of limitations                      |  |   |      |  
|                                                     |  |   |       |  
|Gross unrecognized tax benefits at December 31, 2008 |  | $ | 3,677 |  
|                                                     |  |   |       |  

Interest expense and penalties related to the Companys uncertain tax positions are reflected
as a component of income tax expense in the Companys Consolidated Statements of Operations. As of December 31, 2007 and 2008, the Company has not accrued interest on the unrecognized tax benefits as an unfavorable outcome upon examination
would not result in a cash outlay but would reduce NOLs subject to a valuation allowance.

As of December 31, 2008, the total gross
unrecognized tax benefits were approximately $3.7 million. If recognized, this amount would result in a favorable effect on the Companys effective tax rate excluding impact on the Companys valuation allowance position. The Company does
not expect the amount of unrecognized tax benefits to significantly change in the next twelve months.

The Company files income tax returns
in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal tax examinations for years after 2004. Additionally, any NOLs that were generated in prior years and will be utilized in the future may also be
subject to examination by the Internal Revenue Service. State jurisdictions that remain subject to examination are not considered significant.

The valuation allowance increased for the year ended December 31, 2008 by $3.2 million primarily related to the generation of current year net operating losses, the benefit of which may not be realized. The valuation allowance
decreased for the year ended December 31, 2007 by $2.7 million related to certain adjustments to the deferred tax assets offset by the generation of net operating losses and other deferred tax assets, the benefit of which may not be realized.

At December 31, 2008, the Company has NOLs available of approximately $79.0 million which are available to reduce future taxable
income if utilized before their expiration. The federal NOLs begin to expire in 2016 through 2027 if not utilized. Utilization of NOLs in the future may be limited if changes in the Companys ownership occurs.



F-24



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



12. FCC Regulatory Matters

The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal tax examinations for years after 2003. Additionally, any NOLs that were
generated in prior years and will be utilized in the future may also be subject to examination by the Internal Revenue Service. State jurisdictions that remain subject to examination are not considered significant.

At December 31, 2008, the Company has NOLs available of approximately $79.0 million, which are available to reduce future taxable income if utilized
before their expiration. The federal NOLs begin to expire in 2016 through 2027 if not utilized. Utilization of NOLs in the future may be limited if changes in the Companys ownership occurs.

Television broadcasting is subject to the jurisdiction of the FCC under the Communications Act of 1934, as amended (the Communications Act).
The Communications Act prohibits the operation of television broadcasting stations except under a license issued by the FCC, and empowers the FCC, among other things, to issue, revoke, and modify broadcasting licenses, determine the location of
television stations, regulate the equipment used by television stations, adopt regulations to carry out the provisions of the Communications Act and impose penalties for the violation of such regulations. The FCCs ongoing rule making
proceedings could have a significant future impact on the television industry and on the operation of the Companys stations. In addition, the U.S. Congress may act to amend the Communications Act in a manner that could impact the
Companys stations and the television broadcast industry in general.

Some of the more significant FCC regulatory matters impacting
the Companys operations are discussed below.

Digital Television (DTV) Conversion

In February 2009, President Obama signed into law legislation that established June 12, 2009 as the deadline for television broadcasters to
complete their transition to DTV-only operations and return their analog spectrum to the FCC. The DTV transmission system delivers video and audio signals of higher quality (including high definition television) than the existing analog transmission
system. DTV also has substantial capabilities for multiplexing (the broadcast of several channels of programs concurrently) and data transmission. The introduction of digital television requires consumers to purchase new television sets that are
capable of receiving and displaying the DTV signals, or adapters to receive DTV signals and convert them to analog signals for display on their existing receivers.

For the transition period, the FCC allotted each licensed television station a second channel for broadcast of a DTV signal. Stations may broadcast with both analog and DTV signals until June 12, 2009; however
all stations must be broadcasting in at least low power digital. Stations are required to simulcast 100% of their analog programming on their DTV channel during the transition period.

As of December 31, 2008, Missions stations WFXP, WUTR, WTVO, WYOU, KCIT, KTVE, KAMC and KRBC were broadcasting with full-power DTV signals. As
of February 17, 2009, Missions stations WYOU, KJTL, KSAN, KAMC and WTVO have terminated analog operations and are broadcasting exclusively in DTV. On March 17, 2009, Mission informed the FCC that station KRBC would be terminating
analog operations and broadcasting exclusively in DTV as of May 12, 2009, that station WFXP would be terminating analog operations and broadcasting exclusively in DTV as of April 17, 2009, that stations KHMT, KTVE and KOLR would be
terminating analog operations and broadcasting exclusively in DTV as of April 16, 2009, and that stations KCIT, KODE, WFXW and WUTR would be terminating analog operations and broadcasting exclusively in DTV as of the final DTV transition date
of June 12, 2009.

In addition, WFXW holds a construction permit issued by the FCC to build higher-power DTV facilities by
August 18, 2009. WFXW is expected to complete construction on or before that deadline.

DTV conversion expenditures were $7.3 million,
$2.3 million and $2.1 million, respectively, for the years ended December 31, 2008, 2007 and 2006. The Company will incur various capital expenditures to modify its remaining stations DTV transmitting equipment for full-power DTV
operations, including costs for the transmitter, transmission line, antenna and installation, and estimated costs for tower upgrades, replacements and/or modifications. The Company anticipates these expenditures will be funded through available cash
on hand and cash generated from operations as incurred.



F-25



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



12. FCC Regulatory Matters

Media Ownership

In 2006, the FCC initiated a rulemaking proceeding which provides for a
comprehensive review of all of its media ownership rules, as required by the Communications Act. The Commission is considering rules relating to ownership of two or more TV stations in a market, ownership of local TV and radio stations by daily
newspapers in the same market, cross-ownership of local TV and radio stations, and changes to how the national TV ownership limits are calculated. The proceeding has included include several public hearings that were held throughout the country in
2008. At this time, it is not possible to predict the outcome of any changes, if any, to the FCCs media ownership rules.

13. Commitments and
Contingencies

Broadcast Rights Commitments

Broadcast rights acquired for cash under license agreements are recorded as an asset and a corresponding liability at the inception of the license period. Future minimum payments arising from unavailable future
broadcast license commitments outstanding are as follows at December 31, 2008 (in thousands):



|                                                              |  |   |      
|------------------------------------------------------------- |  | - | -----
|Year ended December 31,                                       |  |  
|2009                                                          |  | $ | 275  
|2010                                                          |  |   | 629  
|2011                                                          |  |   | 461  
|2012                                                          |  |   | 616  
|2013                                                          |  |   | 115  
|Thereafter                                                    |  |   |     
|                                                              |  |   |      
|Future minimum payments for unavailable cash broadcast rights |  | $ | 2,096
|                                                              |  |   |      

Unavailable broadcast rights commitments represent obligations to acquire cash program rights for
which the license period has not commenced and, accordingly, for which no asset or liability has been recorded.

Operating Leases

The Company leases towers, office space and operating equipment under noncancelable operating lease arrangements expiring through
May 2027. Charges to operations for such leases aggregated approximately $1.8 million for each of the years ended December 31, 2008, 2007 and 2006. Future minimum lease payments under these operating leases are as follows at December 31,
2008 (in thousands):



|                                                     |  |   |       
|---------------------------------------------------- |  | - | ------
|Year ended December 31,                              |  |  
|2009                                                 |  | $ | 1,110 
|2010                                                 |  |   | 1,133 
|2011                                                 |  |   | 1,182 
|2012                                                 |  |   | 1,237 
|2013                                                 |  |   | 1,296 
|Thereafter                                           |  |   | 19,096
|                                                     |  |   |       
|Future minimum lease payments under operating leases |  | $ | 25,054
|                                                     |  |   |       

Guarantees of Nexstar Debt

Mission is a guarantor of and has pledged substantially all its assets, excluding FCC licenses, to Nexstars bank credit facility. Nexstars
bank credit facility, which matures in 2012, consists of a Term Loan B and a $82.5 million revolving loan.

Mission is also a guarantor of
$200.0 million of 7% senior subordinated notes (7% Notes) due 2014 issued by Nexstar. The 7% Notes are general unsecured senior subordinated obligations subordinated to all of Missions senior debt.



F-26



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



13. Commitments and Contingencies(Continued)



Mission guarantees full payment of all obligations incurred under Nexstars bank credit facility
agreement and senior subordinated notes. In the event that Nexstar is unable to repay amounts due under these debt obligations, Mission will be obligated to repay such amounts. The maximum potential amount of future payments that Mission would be
required to make under these guarantees would be generally limited to the amount of borrowings outstanding under Nexstars bank credit facility and the 7% Notes. At December 31, 2008, Nexstar had issued an aggregate principal amount of
$192.5 million of senior subordinated notes and had $182.1 million outstanding under its bank credit facility. See Note 8 to these financial statements for more information.

Purchase Options Granted to Nexstar

In consideration of Nexstar Broadcasting Groups guarantee of Missions bank credit facility, Missions sole shareholder has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission
station, subject to FCC consent, for consideration equal to the greater of (1) seven times the stations cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the option agreement, or (2) the
amount of its indebtedness. Cash flow is defined as income or loss from operations, plus depreciation and amortization (including amortization of broadcast rights), interest income, non-cash trade and barter expenses, nonrecurring expenses
(including time brokerage agreement fees), network compensation payments received or receivable and corporate management fees, less payments for broadcast rights, non-cash trade and barter revenue and network compensation revenue. These option
agreements (which expire on various dates between 2011 and 2018) are freely exercisable or assignable by Nexstar without consent or approval by Missions sole shareholder. The Company expects these option agreements to be renewed upon
expiration.

Indemnification Obligations

In connection with certain agreements that the Company enters into in the normal course of its business, including local service agreements, business acquisitions and borrowing arrangements, the Company enters into
contractual arrangements under which the Company agrees to indemnify the third party to such arrangement from losses, claims and damages incurred by the indemnified party for certain events as defined within the particular contract. Such
indemnification obligations may not be subject to maximum loss clauses and the maximum potential amount of future payments the Company could be required to make under these indemnification arrangements may be unlimited. Historically, payments made
related to these indemnifications have been immaterial and the Company has not incurred significant costs to defend lawsuits or settle claims related to these indemnification agreements.

Litigation

From time to time,
the Company is involved in claims that arise out of the normal course of its business. In the opinion of management, any resulting liability with respect to these claims would not have a material adverse effect on the Companys financial
position or results of operations.

14. Employment Benefits

Retirement Savings Plan

The Company has established a retirement savings plan under
Section 401(k) of the Internal Revenue Code (the Plan). The Plan covers substantially all employees of the Company who meet minimum age and service requirements, and allows participants to defer a portion of their annual
compensation on a pre-tax basis. Contributions to the Plan may be made at the discretion of the Company. The Company did not make any contributions to the Plan in 2008. Mission recorded contributions of $17 thousand and $12 thousand for the years
ended December 31, 2007 and 2006, respectively.



F-27



---

##### Table of Contents

##### Index to Financial Statements

MISSION BROADCASTING, INC.

NOTES TO FINANCIAL STATEMENTS(Continued)



15. Valuation and Qualifying Accounts

Allowance for Doubtful Accounts Rollforward



|                             |  |                              |   |                                       |   |                            |  |               |   |                        |   |   |  |   |  
|---------------------------- |  | ---------------------------- | - | ------------------------------------- | - | -------------------------- |  | ------------- | - | ---------------------- | - | - |  | - | -
|                             |  | Balance atBeginningof Period |   | AdditionsCharged to Costsand Expenses |   | IncreaseDue toAcquisitions |  | Deductions(1) |   | Balance atEnd ofPeriod
|                             |  | (in thousands)              
|Year ended December 31, 2006 |  | $                            |  |                                       | $ |                           |  | $             |  |                        | $ |  |  | $ | 
|Year ended December 31, 2007 |  |                              |  |                                       |   |                           |  |               |  |                        |   |  |  |   | 
|Year ended December 31, 2008 |  |                              |  |                                       |   |                           |  |               |  |                        |   |  |  |   | 



|(1) | Uncollectible accounts written off, net of recoveries.
|--- | ------------------------------------------------------

Valuation
Allowance for Deferred Tax Assets Rollforward [SHIRLEY WILL UPDATE]



|                             |  |                              |        |                                          |   |                                   |  |               |     |  |                        |        |   |  |   |       
|---------------------------- |  | ---------------------------- | ------ | ---------------------------------------- | - | --------------------------------- |  | ------------- | --- |  | ---------------------- | ------ | - |  | - | ------
|                             |  | Balance atBeginningof Period |        | AdditionsCharged to Costsand Expenses(1) |   | AdditionsCharged toOther Accounts |  | Deductions(2) |     |  | Balance atEnd ofPeriod
|                             |  | (in thousands)              
|Year ended December 31, 2006 |  | $                            | 33,773 |                                          | $ | 1,811                             |  | $             |    |  | $                      |       |   |  | $ | 35,584
|Year ended December 31, 2007 |  |                              | 35,584 |                                          |   | 2,478                             |  |               |    |  |                        | (5,181 | ) |  |   | 32,881
|Year ended December 31, 2008 |  |                              | 32,881 |                                          |   | 2,394                             |  |               | 808 |  |                        |       |   |  |   | 36,083



|(1) | Increase in valuation allowance related to the generation of net operating losses and other deferred tax assets.
|--- | ----------------------------------------------------------------------------------------------------------------

|(2) | Decrease in valuation allowance associated with adjustments to certain deferred tax assets and their related allowance.
|--- | -----------------------------------------------------------------------------------------------------------------------



F-28



---

##### Table of Contents

##### Index to Financial Statements

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|----------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Exhibit Index                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|3.1         |  | Certificate of Incorporation of Mission Broadcasting, Inc. (f/k/a Mission Broadcasting of Wichita Falls, Inc.) (Incorporated by reference to Exhibit 3.1 to Annual Report on Form 10-K for the
year ended December 31, 2002 (File No. 333-62916-02) filed by Mission Broadcasting of Wichita Falls, Inc.)                                                                                                                                                                 
|            | 
|3.2         |  | By-laws of Mission Broadcasting, Inc. (f/k/a Mission Broadcasting of Wichita Falls, Inc.) (Incorporated by reference to Exhibit 3.2 to Annual Report on Form 10-K for the year ended December
31, 2002 (File No. 333-62916-02) filed by Mission Broadcasting of Wichita Falls, Inc.)                                                                                                                                                                                      
|            | 
|10.1        |  | Purchase and Sale Agreement, dated as of December 31, 2001, by and among Mission Broadcasting of Joplin, Inc., GOCOM Broadcasting of Joplin, LLC and GOCOM of Joplin License Sub, LLC.
(Incorporated by reference to Exhibit 10.24 to Annual Report on Form 10-K for the year ended December 31, 2001 (File No. 333-68964) filed by Nexstar Finance Holdings, L.L.C. and Nexstar Finance Holdings, Inc.)                                                                  
|            | 
|10.2        |  | Time Brokerage Agreement, dated as of December 31, 2001, by and between GOCOM of Joplin License Sub, LLC and Mission Broadcasting of Joplin, Inc. (Incorporated by reference to Exhibit 10.25
to Annual Report on Form 10-K for the year ended December 31, 2001 (File No. 333-68964) filed by Nexstar Finance Holdings, L.L.C. and Nexstar Finance Holdings, Inc.)                                                                                                       
|            | 
|10.3        |  | Option Agreement, dated as of January 12, 2001, made by each of the Nexstar Broadcasting of Wichita Falls, L.P. (Incorporated by reference to Exhibit 10.10 to Registration Statement on Form
S-4 (File No. 333-62916) filed by Nexstar Finance, L.L.C. and Nexstar Finance, Inc.)                                                                                                                                                                                        
|            | 
|10.4        |  | Shared Services Agreement, dated as of June 1, 1999, among Mission Broadcasting of Joplin, Inc., David Smith and Nexstar Broadcasting of Wichita Falls, L.P. (Incorporated by reference to
Exhibit 10.24 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                            
|            | 
|10.5        |  | Agreement, dated as of June 1, 1999, among Mission Broadcasting of Joplin, Inc. (Incorporated by reference to Exhibit 10.25 to Registration Statement on Form S-1 (File No. 333-86994) filed by
Nexstar Broadcasting Group, Inc.)                                                                                                                                                                                                                                         
|            | 
|10.6        |  | Option Agreement, dated as of June 5, 2002, among Nexstar Finance, L.P. (Incorporated by reference to Exhibit 10.5 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar
Broadcasting Group, Inc.)                                                                                                                                                                                                                                                  
|            | 
|10.7        |  | Shared Services Agreement, dated as of June 5, 2002, among Bastet Broadcasting, Inc. (Incorporated by reference to Exhibit 10.10 to Registration Statement on Form S-1 (File No. 333-86994)
filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                                                                                                    
|            | 
|10.8        |  | Option Agreement, dated as of November 30, 2002, among Bastet Broadcasting, Inc., David Smith and Nexstar Broadcasting Group, L.L.C. (Incorporated by reference to Exhibit 10.37 to Amendment
No. 2 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                                 
|            | 
|10.9        |  | Time Brokerage Agreement, dated as of April 1, 1996, by and between SJL Communications, L.P. and NV Acquisitions Co. (Incorporated by reference to Exhibit 10.48 to Amendment No. 2 to
Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                                                 
|            | 
|10.10       |  | Shared Services Agreement, dated as of June 1, 1999, among Mission Broadcasting of Wichita Falls, Inc., David Smith and NV Acquisitions Co. (Incorporated by reference to Exhibit 10.43 to
Amendment No. 2 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                          
|            | 
|10.11       |  | Agreement, dated as of June 1, 1999, among Mission Broadcasting of Joplin, Inc. and Nexstar Broadcasting of Joplin, L.P. (Incorporated by reference to Exhibit 10.44 to Amendment No. 2 to
Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                                             
|            | 
|10.12       |  | Shared Services Agreement, dated as of April 1, 2002, by and between Mission Broadcasting of Joplin, Inc. and Nexstar Broadcasting of Joplin, L.L.C. (Incorporated by reference to Exhibit
10.51 to Amendment No. 2 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                                                                 
|            | 
|10.13       |  | Amendment to Option Agreements, dated as of October 18, 2002, among Mission Broadcasting, Inc., David Smith, Nexstar Broadcasting of Northeastern Pennsylvania, L.L.C., Nexstar Broadcasting
Group, L.L.C., Nexstar Broadcasting of Wichita Falls, L.L.C., and Nexstar Broadcasting of Joplin, L.L.C. (Incorporated by reference to Exhibit 10.54 to Amendment No. 2 to Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar
Broadcasting Group, Inc.)
|            | 
|10.14       |  | Asset Purchase Agreement, dated as of December 13, 2002, by and among LIN Television Corporation, TVL Broadcasting of Abilene, Inc., Abilene Broadcasting, L.L.C. and Mission Broadcasting,
Inc. (Incorporated by reference to Exhibit 10.47 to Annual Report on Form 10-K for the year ended December 31, 2002 (File No. 333-62916) filed by Nexstar Finance, L.L.C. and Nexstar Finance, Inc.)                                                                          



E-1



---

##### Table of Contents

##### Index to Financial Statements

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                  
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Exhibit Index                                                                                                                                                                                                                                                                                                                                                                                    
|10.15       |  | Local Marketing Agreement, dated as of December 13, 2002, by and among LIN Television Corporation, TVL Broadcasting of Abilene, Inc., Abilene Broadcasting, L.L.C. and Mission Broadcasting,
Inc. (Incorporated by reference to Exhibit 10.48 to Annual Report on Form 10-K for the year ended December 31, 2002 (File No. 333-62916) filed by Nexstar Finance, L.L.C. and Nexstar Finance, Inc.)
|            | 
|10.16       |  | Shared Services Agreement, dated as of June 13, 2003, by and between Mission Broadcasting, Inc. and Nexstar Broadcasting of Abilene, L.L.C. (Incorporated by reference to Exhibit 10.63 to
Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                    
|            | 
|10.17       |  | Option Agreement, dated as of June 13, 2003, among Mission Broadcasting, Inc., David Smith and Nexstar Broadcasting of Abilene, L.L.C. (Incorporated by reference to Exhibit 10.64 to
Registration Statement on Form S-1 (File No. 333-86994) filed by Nexstar Broadcasting Group, Inc.)                                                                                                         
|            | 
|10.18       |  | Shared Services Agreement, dated as of May 9, 2003, by and between Mission Broadcasting, Inc. and Nexstar Broadcasting of the Midwest, Inc. (Incorporated by reference to Exhibit 10.1 to
Quarterly Report on Form 10-Q for the period ended June 30, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                                          
|            | 
|10.19       |  | Agreement for the Sale of Commercial Time, dated as of May 9, 2003, by and between Mission Broadcasting, Inc. and Nexstar Broadcasting of the Midwest, Inc. (Incorporated by reference to
Exhibit 10.2 to Quarterly Report on Form 10-Q for the period ended June 30, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                          
|            | 
|10.20       |  | Option Agreement, dated as of May 9, 2003, among Mission Broadcasting, Inc., David Smith and Nexstar Broadcasting of the Midwest, Inc. (Incorporated by reference to Exhibit 10.3 to Quarterly
Report on Form 10-Q for the period ended June 30, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                                               
|            | 
|10.21       |  | Indenture, among Nexstar Finance Holdings, L.L.C., Nexstar Finance Holdings, Inc., Mission Broadcasting, Inc. and The Bank of New York, dated as of March 27, 2003. (Incorporated by reference
to Exhibit 4.4 to Quarterly Report on Form 10-Q for the period ended March 31, 2003 (File No. 333-68964) filed by Nexstar Finance Holdings, L.L.C. and Nexstar Finance Holdings, Inc.)            
|            | 
|10.22       |  | First Restated Guaranty Agreement, dated as of December 30, 2003, executed by Mission Broadcasting, Inc. in favor of the banks set forth therein. (Incorporated by reference to Exhibit
10.37 to Annual Report on Form 10-K for the year ended December 31, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                                    
|            | 
|10.23       |  | First Restated Security Agreement, dated as of December 30, 2003, by Mission Broadcasting, Inc. in favor of Bank of America, N.A., as collateral agent. (Incorporated by reference to Exhibit
10.38 to Annual Report on Form 10-K for the year ended December 31, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                              
|            | 
|10.24       |  | First Restated Pledge and Security Agreement, dated as of December 30, 2003, by Mission Broadcasting, Inc. in favor of Bank of America, N.A., as collateral agent. (Incorporated by reference
to Exhibit 10.39 to Annual Report on Form 10-K for the year ended December 31, 2003 (File No. 333-62916-02) filed by Mission Broadcasting, Inc.)                                                   
|            | 
|10.25       |  | Indenture, among Nexstar Broadcasting, Inc., the guarantors and The Bank of New York, dated as of December 30, 2003 (Incorporated by reference to Exhibit 10.91 to Annual Report on Form 10-K
for the year ended December 31, 2003 (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc.)                                                                                               
|            | 
|10.26       |  | Amendment to Agreement for Sale of Commercial Time, dated December 30, 2003, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KAMC-KLBK). (Incorporated by reference
to Exhibit 10.91 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                               
|            | 
|10.27       |  | Amendment to Shared Services Agreement, dated December 30, 2003, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KAMC-KLBK). (Incorporated by reference to Exhibit
10.92 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                           
|            | 
|10.28       |  | Amendment to Agreement for Sale of Commercial Time, dated December 30, 2003, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KOLR-KSFX (formerly KDEB)).
(Incorporated by reference to Exhibit 10.93 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                               
|            | 
|10.29       |  | Amendment to Shared Services Agreement, dated December 30, 2003, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KOLR-KSFX). (Incorporated by reference to Exhibit
10.94 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                           



E-2



---

##### Table of Contents

##### Index to Financial Statements

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|----------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Exhibit Index                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|10.30       |  | Amendment to Agreement for Sale of Commercial Time, dated January 1, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KCIT-KAMR). (Incorporated by reference to
Exhibit 10.95 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                   
|            | 
|10.31       |  | Amendment to Shared Services Agreement, dated January 1, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (KCIT-KAMR). (Incorporated by reference to Exhibit
10.96 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                               
|            | 
|10.32       |  | Amendment to Agreement for Sale of Commercial Time, dated January 13, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (WFXW-WTWO). (Incorporated by reference to
Exhibit 10.97 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                  
|            | 
|10.33       |  | Amendment to Shared Services Agreement, dated January 13, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (WFXW-WTWO). (Incorporated by reference to
Exhibit 10.98 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                              
|            | 
|10.34       |  | Agreement for Sale of Commercial Time, dated April 1, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (WUTR-WFXV). (Incorporated by reference to Exhibit 10.99
to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                                  
|            | 
|10.35       |  | Shared Services Agreement, dated April 1, 2004, by and between Nexstar Broadcasting, Inc. and Mission Broadcasting, Inc. (WUTR-WFXV). (Incorporated by reference to Exhibit 10.100 to Amendment
No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting, Inc.)                                                                                                                                                                                                                                             
|            | 
|10.36       |  | Amendment to Agreement for Sale of Commercial Time, dated January 1, 2004, by and between Nexstar Broadcasting, Inc. (as successor to Nexstar Broadcasting of Wichita Falls, L.P.) and Mission
Broadcasting, Inc. (f/k/a Mission Broadcasting of Wichita Falls, Inc.) (KJBO-KFDX). (Incorporated by reference to Exhibit 10.101 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting,
Inc.)                                                                                                
|            | 
|10.37       |  | Amendment to Shared Services Agreement, dated January 1, 2004, by and between Nexstar Broadcasting, Inc. (as successor to Nexstar Broadcasting of Wichita Falls, L.P.) and Mission
Broadcasting, Inc. (f/k/a Mission Broadcasting of Wichita Falls, Inc.) (KJBO-KFDX). (Incorporated by reference to Exhibit 10.102 to Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-114963) filed by Nexstar Broadcasting,
Inc.)                                                                                                            
|            | 
|10.38       |  | Asset Purchase Agreement, dated October 4, 2004, by and among Mission Broadcasting, Inc., Young Broadcasting, Inc. and Winnebago Television Corporation. (Incorporated by reference to Exhibit
2.1 to Current Report on Form 8-K (File No. 333-62916-02) filed by Mission Broadcasting, Inc. on October 8, 2004).                                                                                                                                                                                                                                  
|            | 
|10.39       |  | Supplemental Indenture, dated as of April 1, 2005, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Mission Broadcasting, Inc., and The Bank of New York, as Trustee.
(Incorporated by reference to Exhibit 99.4 to the Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on April 6, 2005)                                                                                                                                                                                             
|            | 
|10.40       |  | Guarantee, dated as of April 1, 2005, of Nexstar Broadcasting Group, Inc. executed pursuant to the Indenture dated as of December 30, 2003, among Nexstar Broadcasting, Inc., Mission
Broadcasting, Inc. and The Bank of New York, as Trustee, as amended and supplemented by the Supplemental Indenture (as defined therein). (Incorporated by reference to Exhibit 99.5 to the Current Report on Form 8-K (File No. 000-50478) filed by
Nexstar Broadcasting Group, Inc. on April 6, 2005)                                                       
|            | 
|10.41       |  | Third Amended and Restated Credit Agreement, dated as of April 1, 2005, among Mission Broadcasting, Inc., the several banks and other financial institutions or entities from time to time
parties thereto, Bank of America, N.A., as the Administrative Agent for the Lenders, and UBS Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Co-Syndication Agents. (Incorporated by reference to Exhibit 99.1 to the
Current Report on Form 8-K (File No. 333-62916-02) filed by Mission Broadcasting, Inc. on April 7, 2005)
|            | 
|10.42       |  | First Amendment and Confirmation Agreement to Mission Guarantee of Nexstar Obligations, dated as of April 1, 2005, by and among Mission Broadcasting, Inc. as Guarantor and Bank of America,
N.A. as Collateral Agent, on behalf of the Majority Lenders (as defined therein). (Incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K (File No. 333-62916-02) filed by Mission Broadcasting, Inc. on April 7,
2005)                                                                                                          
|            | 
|10.43       |  | Confirmation Agreement for the Smith Pledge Agreement, dated as of April 1, 2005, by David S. Smith and Bank of America, N.A. as Collateral Agent. (Incorporated by reference to Exhibit 99.3
to the Current Report on Form 8-K (File No. 333-62916-02) filed by Mission Broadcasting, Inc. April 7, 2005)                                                                                                                                                                                                                                         



E-3



---

##### Table of Contents

##### Index to Financial Statements

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|----------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Exhibit Index                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|10.44       |  | Fourth Amended and Restated Credit Agreement, dated as of April 1, 2005, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., certain of its subsidiaries from time to time
parties to the Credit Agreement, the several banks and other financial institutions or entities from time to time parties hereto, Bank of America, N.A., as the Administrative Agent for the Lenders, and UBS Securities LLC and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as Co-Syndication Agents. (Incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting, Inc., on April 6, 2005)
|            | 
|10.45       |  | Asset Purchase Agreement, dated as of June 27, 2007 (entered into by Mission Broadcasting, Inc. on June 27, 2007), by, between and among Mission Broadcasting, Inc. and Piedmont Television
Holdings LLC, Piedmont Television Communications LLC, Piedmont Television of Monroe/El Dorado LLC and Piedmont Television of Monroe/El Dorado License LLC. (Incorporated by reference to Exhibit 2.1 to the Quarterly Report on Form 10-Q (File No.
333-62916-02), filed by Mission Broadcasting, Inc. on August 8, 2007)                                                                                                                                             
|            | 
|10.46       |  | Agreement for the Sale of Commercial Air Time, dated as of January 16, 2008, by and between Mission Broadcasting, Inc. and Nexstar Broadcasting, Inc. (Incorporated by reference to Exhibit 8.1
to Current Report on Form 8-K (File No. 333-62916-02), filed by Mission Broadcasting, Inc. on January 22, 2008)                                                                                                                                                                                                                                                                                                                                                   
|            | 
|10.47       |  | Shared Services Agreement, dated as of January 16, 2008, by and between Mission Broadcasting, Inc. and Nexstar Broadcasting, Inc. (Incorporated by reference to Exhibit 8.2 to Current Report
on Form 8-K (File No. 333-62916-02), filed by Mission Broadcasting, Inc. on January 22, 2008)                                                                                                                                                                                                                                                                                                                                                                       
|            | 
|10.48       |  | Option Agreement, dated as of January 16, 2008, by and between Mission Broadcasting, Inc., David Smith and Nexstar Broadcasting, Inc. (Incorporated by reference to Exhibit 8.3 to Current
Report on Form 8-K (File No. 333-62916-02), filed by Mission Broadcasting, Inc. on January 22, 2008)                                                                                                                                                                                                                                                                                                                                                                   
|            | 
|10.49       |  | Second Amendment, dated August 12, 2008, to Agreement between Mission Broadcasting, Inc. and David S. Smith and Nancie J. Smith (originally dated January 1, 2001) (Incorporated by reference
to Exhibit 99.1 to Quarterly Report on Form 10-Q (File No. 333-62916-02), filed by Mission Broadcasting, Inc. on August 18, 2008)                                                                                                                                                                                                                                                                                                                                   
|            | 
|14.1        |  | Mission Broadcasting, Inc. Code of Ethics. (Incorporated by reference to Exhibit 14.1 to Annual Report on Form 10-K for the year ended December 31, 2003 (File No. 333-62916-02) filed by
Mission Broadcasting, Inc.)                                                                                                                                                                                                                                                                                                                                                                                                                                             
|            | 
|23.1        |  | Consent of PricewaterhouseCoopers LLP on March 31, 2009.*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|            | 
|31.1        |  | Certification of David S. Smith pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|            | 
|32.1        |  | Certification of David S. Smith pursuant to 18 U.S.C. ss. 1350.*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  



|* | Filed herewith
|- | --------------



E-4