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                                                                  Exhibit 99.3


                            CKX, INC. (THE "COMPANY")

                             AUDIT COMMITTEE CHARTER

PURPOSE

     The purpose of the Audit Committee (the "Committee") shall be as follows:

     1.   To oversee the accounting and financial reporting processes of the
          Company and audits of the financial statements of the Company, in
          consultation with the Chief Financial Officer and senior accounting
          staff of the Company.

     2.   To provide assistance to the Board of Directors with respect to its
          oversight of:

          (a)  The integrity of the Company's financial statements;

          (b)  The Company's compliance with legal and regulatory requirements,
               including an evaluation of the performance and competence of the
               Company's legal personnel as they relate to the audit function
               and general maintenance of corporate financial standards;

          (c)  The independent auditor's qualifications and independence;

          (d)  The performance of the Company's internal audit function and
               independent auditors; and

          (e)  An evaluation of the performance and competence of the Company's
               senior financial employees, including the Chief Financial
               Officer.

     3.   To prepare the report that SEC rules require be included in the
          Company's annual proxy statement.

COMPOSITION

     The Committee shall consist of three or more members of the Board of
Directors, each of whom is determined by the Board of Directors to be
"independent" under the rules of the NASDAQ Stock Market and the Sarbanes-Oxley
Act.

QUALIFICATIONS

     All members of the Committee shall be able to read and understand
fundamental financial statements (or be able to do so within a reasonable period
of time after his or her appointment) and at least one member must be a
"financial expert" under the requirements of the Sarbanes-Oxley Act.

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COMPENSATION

     No member of the Committee shall receive compensation other than director's
fees for service as a director of the Company, including reasonable compensation
for serving on the Committee and regular benefits that other directors receive.

APPOINTMENT AND REMOVAL

     The members of the Committee shall be appointed by the Board of Directors
and shall serve until such member's successor is duly elected and qualified or
until such member's earlier resignation or removal. The members of the Committee
may be removed with cause by a majority vote of the Board of Directors, and
without cause by a majority vote of the independent directors.

CHAIRMAN

     A Chairman shall be elected by the full Board of Directors and approved by
a majority of the independent directors. The Chairman will chair all regular
sessions of the Committee and set the agendas for Committee meetings.

MEETINGS

     The Committee shall meet as frequently as circumstances dictate. As part of
its goal to foster open communication, the Committee shall periodically meet
separately with each of management and the independent auditors to discuss any
matters that the Committee or the auditors believe would be appropriate to
discuss privately. In addition, the Committee should meet with the independent
auditors and management periodically to review the Company's financial
statements in a manner consistent with that outlined in this Charter. The
Chairman of the Board or any member of the Committee may call meetings of the
Committee. All meetings of the Committee may be held telephonically.

     All independent directors who are not members of the Committee may attend
meetings of the Committee, but may not vote. In addition, the Committee may
invite to its meetings any director, member of management of the Company, and
such other persons as it deems appropriate in order to carry out its
responsibilities. The Committee may also exclude from its meetings any persons
it deems appropriate in order to carry out its responsibilities.

DUTIES AND RESPONSIBILITIES

     The Committee shall carry out the duties and responsibilities set forth
below. These functions should serve as a guide with the understanding that the
Committee may determine to carry out additional functions and adopt additional
policies and procedures as may be appropriate in light of changing business,
legislative, regulatory, legal, or other conditions. The Committee shall also
carry out any other duties and responsibilities delegated to it by the Board of
Directors from time to time related to the purposes of the Committee outlined in
this Charter. The Committee may perform any functions it deems appropriate under
applicable law, rules, or regulations, the Company's by-laws, and the

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resolutions or other directives of the Board, including review of any
certification required to be reviewed in accordance with applicable law or
regulations of the SEC.

     In discharging its oversight role, the Committee is empowered to study or
investigate any matter of interest or concern that the Committee deems
appropriate. In this regard, the Committee shall have the authority to retain,
without seeking Board approval, outside legal, accounting, or other advisors for
this purpose, including the authority to approve the fees payable to such
advisors and any other terms of retention.

     The Committee shall be given full access to the Company's internal audit
group, Board of Directors, corporate executives, and independent accountants as
necessary to carry out these responsibilities. While acting within the scope of
its stated purpose, the Committee shall have all the authority of the Board of
Directors, except as otherwise limited by applicable law.

     Notwithstanding the foregoing, the Committee is not responsible for
certifying the Company's financial statements or guaranteeing the auditor's
report. The fundamental responsibility for the Company's financial statements
and disclosures rests with management and the independent auditors. It also is
the job of the CEO and senior management rather than that of the Committee to
access and manage the Company's exposure to risk.

DOCUMENTS/REPORTS REVIEW

     1.   Discuss with management and the independent auditors prior to public
          dissemination the Company's annual audited financial statements and
          quarterly financial statements, including the Company's disclosures
          under "Management's Discussion and Analysis of Financial Condition and
          Results of Operations" and discuss with the independent auditors the
          matters required to be discussed by Statement of Auditing Standards
          No. 61.

     2.   Discuss with management and the independent auditors prior to the
          Company's filing of any quarterly or annual report (a) whether any
          significant deficiencies in the design or operation of internal
          controls exist that could adversely affect the Company's ability to
          record, process, summarize, and report financial data; (b) the
          existence of any material weaknesses in the Company's internal
          controls; and (c) the existence of any fraud, whether or not material,
          that involves management or other employees who have a significant
          role in the Company's internal controls.

     3.   Discuss with management and the independent auditors the Company's
          earnings press releases (paying particular attention to the use of any
          "pro forma" or "adjusted" non-GAAP information), as well as financial
          information and earnings guidance provided to analysts and rating
          agencies. The Committee's discussion in this regard may be general in
          nature (I.E., discussion of the types of information to be disclosed
          and the

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          type of presentation to be made) and need not take place in advance of
          each earnings release or each instance in which the Company may
          provide earnings guidance.

     4.   Discuss with management and the independent auditors the Company's
          major financial risk exposures, the guidelines and policies by which
          risk assessment and management is undertaken, and the steps management
          has taken to monitor and control risk exposure.

INDEPENDENT AUDITORS

     5.   Retain and terminate independent auditors and have the sole authority
          to approve all audit engagement fees and terms as well as all
          non-audit engagements with the independent auditors.

     6.   Inform each public accounting firm performing work for the Company
          that such firm shall report directly to the Committee.

     7.   Oversee the work of any public accounting firm employed by the
          Company, including the resolution of any disagreement between
          management and the auditor regarding financial reporting, for the
          purpose of preparing or issuing an audit report or related work.

     8.   Approve in advance any significant audit or non-audit engagement or
          relationship between the Company and the independent auditors using
          their best judgment and in compliance with rules regarding "prohibited
          nonauditing services," as may be specified in the Sarbanes-Oxley Act
          of 2002 or applicable laws or regulations.

     9.   Review, at least annually, the qualifications, performance, and
          independence of the independent auditors. In conducting its review and
          evaluation, the Committee should:

          (a)  At least annually obtain and review a report by the Company's
               independent auditor describing (i) the auditing firm's internal
               quality-control procedures; (ii) any material issues raised by
               the most recent internal quality-control review, or peer review,
               of the auditing firm, or by any inquiry or investigation by
               governmental or professional authorities, within the preceding
               five years, respecting one or more independent audits carried out
               by the auditing firm, and any steps taken to deal with any such
               issues; and (iii) to assess the auditor's independence, all
               relationships between the independent auditor and the Company;

          (b)  Ensure the rotation of the lead audit partner at least every five
               years, and consider whether there should be regular rotation of
               the audit firm itself;

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          (c)  Confirm with any independent auditor retained to provide audit
               services for any fiscal year that the lead (or coordinating)
               audit partner (having primary responsibility for the audit), or
               the audit partner responsible for reviewing the audit, has not
               performed audit services for the Company in each of the five
               previous fiscal years of the Company; and

          (d)  Take into account the opinions of management and the Company's
               internal auditors (or other personnel responsible for the
               internal audit function).

FINANCIAL REPORTING PROCESS

     10.  In consultation with the independent auditors, management, and the
          internal auditors, review the integrity of the Company's financial
          reporting processes, both internal and external. In that connection,
          the Committee should obtain and discuss with management and the
          independent auditor reports from management and the independent
          auditor regarding (a) all critical accounting policies and practices
          to be used by the Company and the related disclosure of those critical
          accounting policies under "Management's Discussion and Analysis of
          Financial Condition and Results of Operations"; (b) analyses prepared
          by management and/or the independent auditor setting forth significant
          financial reporting issues and judgments made in connection with the
          preparation of the financial statements, including all alternative
          treatments of financial information within generally accepted
          accounting principles that have been discussed with the Company's
          management, the ramifications of the use of the alternative
          disclosures, and treatments, and the treatment preferred by the
          independent auditor; (c) major issues regarding accounting principles
          and financial statement presentations, including any significant
          changes in the Company's selection or application of accounting
          principles; (d) major issues as to the adequacy of the Company's
          internal controls and any specific audit steps adopted in light of
          material control deficiencies; (e) issues with respect to the design
          and effectiveness of the Company's disclosure controls and procedures,
          management's evaluation of those controls and procedures, and any
          issues relating to such controls and procedures during the most recent
          reporting period; (f) the effect of regulatory and accounting
          initiatives as well as off-balance sheet structures on the financial
          statements of the Company; and (g) any other material written
          communications between the independent auditor and the Company's
          management.

     11.  Review periodically the effect of regulatory and accounting
          initiatives, as well as off-balance sheet structures, on the financial
          statements of the Company.

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     12.  Review with the independent auditor any audit problems or difficulties
          encountered and management's response thereto. In this regard, the
          audit committee must regularly review with the independent auditor (a)
          any audit problems or other difficulties encountered by the auditor in
          the course of the audit work, including any restrictions on the scope
          of the independent auditor's activities or on access to requested
          information, and any significant disagreements with management and (b)
          management's responses to such matters. Without excluding other
          possibilities, the Committee may wish to review with the independent
          auditor (i) any accounting adjustments that were noted or proposed by
          the auditor but were "passed" (as immaterial or otherwise), (ii) any
          communications between the audit team and the audit firm's national
          office respecting auditing or accounting issues presented by the
          engagement, and (iii) any "management" or "internal control" letter
          issued, or proposed to be issued, by the independent auditor to the
          Company.

     13.  Review and discuss with the independent auditor the responsibilities,
          budget, and staffing of the Company's internal audit function.

LEGAL COMPLIANCE/GENERAL

     14.  Review periodically, with the Company's counsel, both internal and
          external, any legal matter that could have a significant impact on the
          Company's financial statements.

     15.  Discuss with management and the independent auditors the Company's
          guidelines and policies with respect to risk assessment and risk
          management. The Committee should discuss the Company's major financial
          risk exposures and the steps management has taken to monitor and
          control such exposures.

     16.  Set clear hiring policies for employees or former employees of the
          independent auditors. At a minimum, these policies should provide that
          any public accounting firm may not provide audit services to the
          Company if the CEO, controller, CFO, chief accounting officer, or any
          person serving in an equivalent position for the Company was employed
          by the public accounting firm and participated in any capacity in the
          audit of the Company within one year of the initiation of the current
          audit.

     17.  Establish procedures for (i) the receipt, retention, and treatment of
          complaints received by the Company regarding accounting, internal
          accounting controls, or auditing matters; and (ii) the confidential,
          anonymous submission by employees of the Company of concerns regarding
          questionable accounting or auditing matters.

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REPORTS

     18.  Prepare all reports required to be included in the Company's proxy
          statement, pursuant to and in accordance with applicable rules and
          regulations of the SEC.

     19.  Report regularly to the full Board of Directors. In this regard, the
          audit committee should review with the full board any issues that
          arise with respect to the quality or integrity of the Company's
          financial statements, the Company's compliance with legal or
          regulatory requirements, the performance and independence of the
          Company's independent auditors, or the performance of the internal
          audit function.

     20.  The Committee shall provide such recommendations as the Committee may
          deem appropriate. The report to the Board of Directors may take the
          form of an oral report by the Chairman or any other member of the
          Committee designated by the Committee to make such report.

     21.  Maintain minutes or other records of meetings and activities of the
          Committee.

LIMITATION OF AUDIT COMMITTEE'S ROLE

     With respect to the foregoing responsibilities and processes, the Committee
recognizes that the Company's financial management, including its internal audit
staff, as well as the independent auditors have more time, knowledge, and
detailed information regarding the Company than do Committee members.
Consequently, in discharging its oversight responsibilities, the Committee will
not provide or be deemed to provide any expertise or special assurance as to the
Company's financial statements or any professional certification as to the
independent auditors' work.

     While the Audit Committee has the responsibilities and powers set forth in
this Charter, it is not the duty of the Audit Committee to plan or conduct
audits or to determine that the Company's financial statements and disclosures
are complete and accurate and are in accordance with generally accepted
accounting principles and applicable rules and regulations. These are the
responsibilities of management and the independent auditor. It also is not the
duty of the Committee to conduct investigations or to assure compliance with
laws and regulations and the Company's internal policies and procedures.