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UNITED STATES OF AMERICA

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


Form 10-Q/A

|  |  |                                                                                         
|- |  | ----------------------------------------------------------------------------------------
|þ |  | Quarterly Report pursuant to Section 13 OR 15 (d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2003

|                                                               |  |                                                               
|-------------------------------------------------------------- |  | --------------------------------------------------------------
|Commission file number: 001-31311                              |  | Commission file number: 000-25206                             
|                                                              
|LIN TV Corp.                                                   |  | LIN Television Corporation                                    
|(Exact name of registrant as specified in its charter)         |  | (Exact name of registrant as specified in its charter)        
|                                                               |  |                                                               
|Delaware                                                       |  | Delaware                                                      
|(State or other jurisdiction of
incorporation or organization) |  | (State or other jurisdiction of
incorporation or organization)
|                                                               |  |                                                               
|05-0501252                                                     |  | 13-3581627                                                    
|(I.R.S. Employer
Identification No.)                           |  | (I.R.S. Employer
Identification No.)                          

Four Richmond Square, Suite 200, Providence, Rhode Island 02906(Address of principal executive offices)

(401) 454-2880(Registrants telephone number, including area code)

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 the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes
þ No o

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes
þ No o




This
combined Form 10-Q/A is separately filed by (i) LIN TV Corp. and (ii)
LIN Television Corporation. LIN Television Corporation meets the conditions set
forth in general instruction H(1) (a) and (b) of Form 10-Q and is, therefore,
filing this form with the reduced disclosure format permitted by such
instruction.




LIN TV Corp. Class A common stock, $0.01 par value, issued and outstanding at July 29, 2003: 26,486,035 shares.
LIN TV Corp. Class B common stock, $0.01 par value, issued and outstanding at July 29, 2003: 23,510,137 shares.
LIN TV Corp. Class C common stock, $0.01 par value, issued and outstanding at July 29, 2003: 2 shares.
LIN Television Corporation common stock, $0.01 par value, issued and outstanding at July 29, 2003: 1,000 shares.



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EXPLANATORY NOTE







This Amendment on Form 10-Q/A is being filed to revise disclosure and
presentation of the Companys condensed consolidated financial
statements for the quarterly period ended June 30,
2003 (i) to remove the sub-total
Station operating income from the Statements of
Operations for all periods presented and to remove all other
references to such measure, as this sub-total represents a
non-GAAP measure as defined by Item 10 of Regulation S-K, (ii) to provide additional disclosure of
depreciation and amortization excluded from the caption Direct
operating expenses on the Statements of Operations for all periods,
and (iii) to provide additional disclosure related to the
Companys interests in potential
Variable Interest Entities under the guidance of FASB Interpretation
No. 46.




None of the above revisions impact previously reported revenue,
operating and net income (loss), cash flows or financial position for
any period presented.



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|                                                 |                                                                                               |  |  |  |  |  |  | 
|------------------------------------------------ | --------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|Part I: Financial Information                   
|                                                 | Item 1. Financial Statements                                                                 
|                                                 | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                                                 | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                                      
|Ex-31.1 Cert. Chief Executive Officer           
|Ex-31.2 Cert. of V.P. and Controller            
|Ex-31.3 Cert. of V.P. of Development & Treasurer
|Ex-31.4 Cert. of Vice President of Finance      
|Ex-31.5 Cert. Chief Executive Officer           
|Ex-31.6 Cert. of V.P. and Controller            
|Ex-31.7 Cert. of V.P. of Development & Treasurer
|Ex-31.8 Cert. of Vice President of Finance      
|Ex-32.1 Section 906 Cert., LIN TV Corp.         
|Ex-32.2 Section 906 Cert., LIN Television Corp. 



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Table of Contents

|                                                                                              |              |                                                                           |    |  |    | 
|--------------------------------------------------------------------------------------------- | ------------ | ------------------------------------------------------------------------- | -- |  | -- | 
|Part I. Financial Information                                                                 |              |                                                                           |    | 
|Item 1. Financial Statements                                                                  |              |                                                                           |    | 
|                                                                                              | LIN TV Corp. |                                                                           |    |  |   
|                                                                                              |              | Condensed Consolidated Balance Sheets                                     |    |  | 2  | 
|                                                                                              |              | Condensed Consolidated Statements of Operations                           |    |  | 3  | 
|                                                                                              |              | Condensed Consolidated Statements of Cash Flows                           |    |  | 4  | 
|                                                                                              |              | Notes to Condensed Consolidated Financial Statements                      |    |  | 5  | 
|                                                                                              |              | See separate index for financial statements of LIN Television Corporation |    |  | 40 | 
|Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations |              |                                                                           | 16 | 
|Item 6. Exhibits and Reports on Form 8-K                                                      |              |                                                                           | 37 | 
|Signature Page                                                                                |              |                                                                           | 39 | 



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Part I: Financial Information




Item 1. Financial Statements

|                                                                                    
|------------------------------------------------------------------------------------
|LIN
TV CORP.
Condensed Consolidated Balance Sheets
(In thousands, except share data)

|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |         |           |           | 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------- | -------------------------- | ------------------------------------------ | ------- | ----------- | --------- | ------------ | ------- | --------- | --------- | 
|                                                                                                                                                                                                                          |                           |                            |                                            |         | June 30,    |           | December 31,
|                                                                                                                                                                                                                          |                           |                            |                                            |         | 2003        |           | 2002        
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |             
|                                                                                                                                                                                                                          |                           |                            |                                            |         | (unaudited) |           |              |         |          
|ASSETS                                                                                                                                                                                                                    |                           |                            |                                            |         |             |           |              |        
|Current assets:                                                                                                                                                                                                           |                           |                            |                                            |         |             |           |              |        
|Cash and cash equivalents                                                                                                                                                                                                 |                           | $                          | 21,625                                     |         |             | $         | 143,860      |        
|Available for sale securities                                                                                                                                                                                             |                           |                            |                                           |         |             |           | 23,674       |        
|Accounts receivable, less allowance for doubtful accounts
(2003 - $2,231; 2002 - $2,709)                                                                                                                                  |                           |                            | 66,595                                     |         |             |           | 71,336       |        
|Program rights                                                                                                                                                                                                            |                           |                            | 9,392                                      |         |             |           | 14,515       |        
|Assets held for sale                                                                                                                                                                                                      |                           |                            |                                           |         |             |           | 10,606       |        
|Other current assets                                                                                                                                                                                                      |                           |                            | 3,385                                      |         |             |           | 1,631        |        
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          | Total current assets      |                            |                                            | 100,997 |             |           |              | 265,622 |          
|Property and equipment, net                                                                                                                                                                                               |                           |                            | 201,303                                    |         |             |           | 208,072      |        
|Deferred financing costs                                                                                                                                                                                                  |                           |                            | 15,217                                     |         |             |           | 25,796       |        
|Equity investments                                                                                                                                                                                                        |                           |                            | 82,511                                     |         |             |           | 84,368       |        
|Program rights                                                                                                                                                                                                            |                           |                            | 8,865                                      |         |             |           | 8,953        |        
|Goodwill                                                                                                                                                                                                                  |                           |                            | 598,252                                    |         |             |           | 599,263      |        
|Broadcast licenses                                                                                                                                                                                                        |                           |                            | 1,127,742                                  |         |             |           | 1,127,742    |        
|Other intangible assets, net                                                                                                                                                                                              |                           |                            | 929                                        |         |             |           | 1,480        |        
|Other assets                                                                                                                                                                                                              |                           |                            | 15,338                                     |         |             |           | 13,074       |        
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          |                           | Total Assets               |                                            | $       | 2,151,154   |           |              | $       | 2,334,370 |          
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                                                                      |                           |                            |                                            |         |             |           |              |        
|Current liabilities:                                                                                                                                                                                                      |                           |                            |                                            |         |             |           |              |        
|Current portion of long-term debt                                                                                                                                                                                         |                           | $                          | 7,000                                      |         |             | $         | 106,154      |        
|Accounts payable                                                                                                                                                                                                          |                           |                            | 7,617                                      |         |             |           | 11,665       |        
|Accrued income taxes                                                                                                                                                                                                      |                           |                            | 5,139                                      |         |             |           | 7,104        |        
|Accrued interest expense                                                                                                                                                                                                  |                           |                            | 10,468                                     |         |             |           | 16,236       |        
|Accrued sales volume discount                                                                                                                                                                                             |                           |                            | 2,537                                      |         |             |           | 5,415        |        
|Other accrued expenses                                                                                                                                                                                                    |                           |                            | 16,107                                     |         |             |           | 22,303       |        
|Liabilities held for sale                                                                                                                                                                                                 |                           |                            |                                           |         |             |           | 139          |        
|Program obligations                                                                                                                                                                                                       |                           |                            | 12,533                                     |         |             |           | 15,683       |        
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          | Total current liabilities |                            |                                            | 61,401  |             |           |              | 184,699 |          
|Long-term debt, excluding current portion                                                                                                                                                                                 |                           |                            | 727,058                                    |         |             |           | 758,366      |        
|Deferred income taxes, net                                                                                                                                                                                                |                           |                            | 513,929                                    |         |             |           | 510,588      |        
|Program obligations                                                                                                                                                                                                       |                           |                            | 8,756                                      |         |             |           | 8,381        |        
|Other liabilities                                                                                                                                                                                                         |                           |                            | 30,694                                     |         |             |           | 12,131       |        
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          |                           | Total liabilities          |                                            |         | 1,341,838   |           |              |         | 1,474,165 |          
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|Contingencies (Note 9)                                                                                                                                                                                                    |                           |                            |                                            |         |             |           |              |        
|Stockholders equity:                                                                                                                                                                                                     |                           |                            |                                            |         |             |           |              |        
|Class A common stock, $0.01 par value, 100,000,000 shares authorized,
26,478,631 shares at June 30, 2003 and 26,296,169 shares at
December 31, 2002 issued and outstanding                                                |                           |                            | 265                                        |         |             |           | 262          |        
|Class B common stock, $0.01 par value, 50,000,000 shares authorized,
23,510,137 shares at June 30, 2003 and December 31, 2002
issued and outstanding; convertible into an equal number of
Class A or Class C common stock |                           |                            | 235                                        |         |             |           | 236          |        
|Class C common stock, $0.01 par value, 50,000,000 shares authorized,
2 shares at June 30, 2003 and December 31, 2002 issued and
outstanding; convertible into an equal number of Class A common stock                     |                           |                            |                                           |         |             |           |             |        
|Additional paid-in capital                                                                                                                                                                                                |                           |                            | 1,065,343                                  |         |             |           | 1,064,122    |        
|Accumulated deficit                                                                                                                                                                                                       |                           |                            | (256,527                                   | )       |             |           | (204,415     | )      
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          |                           | Total stockholders equity |                                            |         | 809,316     |           |              |         | 860,205   |          
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        
|                                                                                                                                                                                                                          |                           |                            | Total liabilities and stockholders equity |         | $           | 2,151,154 |              |         | $         | 2,334,370 | 
|                                                                                                                                                                                                                          |                           |                            |                                            |         |             |           |              |        

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN TV CORP.
Condensed Consolidated Statements of Operations
(unaudited)
(In thousands, except per share information)

|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |      |        |   | 
|------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------- | --- | --------------------------- | - | ------------------------- | ---- | ------ | - | ------- | --- | ------ | - | ------- | ---- | ------ | - | 
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     | Three Months Ended June 30, |   | Six Months Ended June 30,
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                          
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     | 2003                        |   | 2002                      |      | 2003   |   | 2002   
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |        
|Net revenues                                                                                                              |                                                                       | $                                                                                                                                                                                                                                            | 91,078  |     |                             | $ | 89,168                    |      |        | $ | 166,332 |     |        | $ | 151,691 |     
|Operating costs and expenses:                                                                                             |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|                                                                                                                          |                                                                       | Direct
operating (excluding depreciation of $7.8 million and $6.8 million
for the three months ended June 30, 2003 and 2002, respectively
and $15.7 million and $12.6 million for the six months
ended June 30, 2003 and 2002, respectively) |         |     | 25,260                      |   |                           |      | 23,347 |   |         |     | 49,990 |   |         |      | 43,304 |  
|                                                                                                                          |                                                                       | Selling, general and administrative                                                                                                                                                                                                          |         |     | 23,187                      |   |                           |      | 20,590 |   |         |     | 44,600 |   |         |      | 36,454 |  
|                                                                                                                          |                                                                       | Amortization of program rights                                                                                                                                                                                                               |         |     | 5,431                       |   |                           |      | 5,452  |   |         |     | 10,705 |   |         |      | 10,134 |  
|                                                                                                                          |                                                                       | Corporate                                                                                                                                                                                                                                    |         |     | 4,182                       |   |                           |      | 2,290  |   |         |     | 8,102  |   |         |      | 4,418  |  
|                                                                                                                          |                                                                       | Restructuring charge                                                                                                                                                                                                                         |         |     | 102                         |   |                           |      |       |   |         |     | 102    |   |         |      |       |  
|                                                                                                                          |                                                                       | Depreciation and amortization of intangible assets                                                                                                                                                                                           |         |     | 8,087                       |   |                           |      | 7,004  |   |         |     | 16,241 |   |         |      | 12,726 |  
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Total operating costs and expenses                                                                                        |                                                                       |                                                                                                                                                                                                                                              | 66,249  |     |                             |   | 58,683                    |      |        |   | 129,740 |     |        |   | 107,036 |     
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Operating income                                                                                                          |                                                                       |                                                                                                                                                                                                                                              | 24,829  |     |                             |   | 30,485                    |      |        |   | 36,592  |     |        |   | 44,655  |     
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Other (income) expense:                                                                                                   |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|                                                                                                                          |                                                                       | Interest expense                                                                                                                                                                                                                             |         |     | 15,233                      |   |                           |      | 22,675 |   |         |     | 35,754 |   |         |      | 48,072 |  
|                                                                                                                          |                                                                       | Investment income                                                                                                                                                                                                                            |         |     | (370                        | ) |                           |      | (459   | ) |         |     | (750   | ) |         |      | (1,522 | )
|                                                                                                                          |                                                                       | Share of income in equity investments                                                                                                                                                                                                        |         |     | (1,689                      | ) |                           |      | (2,639 | ) |         |     | (1,404 | ) |         |      | (4,054 | )
|                                                                                                                          |                                                                       | Loss on disposition of property and equipment                                                                                                                                                                                                |         |     | 968                         |   |                           |      | (77    | ) |         |     | 948    |   |         |      | (122   | )
|                                                                                                                          |                                                                       | Gain on derivative instruments                                                                                                                                                                                                               |         |     | (4,760                      | ) |                           |      | (1,038 | ) |         |     | (4,760 | ) |         |      | (2,182 | )
|                                                                                                                          |                                                                       | Gain on redemption of investment in Southwest Sports Group                                                                                                                                                                                   |         |     |                            |   |                           |      | (3,819 | ) |         |     |       |   |         |      | (3,819 | )
|                                                                                                                          |                                                                       | Fee on termination of Hicks Muse agreements                                                                                                                                                                                                  |         |     |                            |   |                           |      | 16,000 |   |         |     |       |   |         |      | 16,000 |  
|                                                                                                                          |                                                                       | Loss on impairment of investment                                                                                                                                                                                                             |         |     | 250                         |   |                           |      | 2,750  |   |         |     | 250    |   |         |      | 2,750  |  
|                                                                                                                          |                                                                       | Loss on early extinguishment of debt                                                                                                                                                                                                         |         |     | 23,580                      |   |                           |      | 2,457  |   |         |     | 53,105 |   |         |      | 2,457  |  
|                                                                                                                          |                                                                       | Other, net                                                                                                                                                                                                                                   |         |     | (436                        | ) |                           |      | 27     |   |         |     | (365   | ) |         |      | (3     | )
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Total other expense, net                                                                                                  |                                                                       |                                                                                                                                                                                                                                              | 32,776  |     |                             |   | 35,877                    |      |        |   | 82,778  |     |        |   | 57,577  |     
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Loss from continuing operations before provision for income
taxes and cumulative effect of change in accounting principle |                                                                       |                                                                                                                                                                                                                                              | (7,947  | )   |                             |   | (5,392                    | )    |        |   | (46,186 | )   |        |   | (12,922 | )   
|                                                                                                                          |                                                                       | Provision for income taxes                                                                                                                                                                                                                   |         |     | 2,646                       |   |                           |      | 4,258  |   |         |     | 5,274  |   |         |      | 22,448 |  
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Loss from continuing operations before cumulative
effective of change in accounting principle                             |                                                                       |                                                                                                                                                                                                                                              | (10,593 | )   |                             |   | (9,650                    | )    |        |   | (51,460 | )   |        |   | (35,370 | )   
|Discontinued operations:                                                                                                  |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|                                                                                                                          | Income from discontinued operations, net of tax provision of $122     |                                                                                                                                                                                                                                              |         |    |                             |   |                           | (227 | )      |   |         |    |        |   |         | (227 | )     
|                                                                                                                          | Loss from sale of discontinued operations, net of tax
provision of $0 |                                                                                                                                                                                                                                              |         | 652 |                             |   |                           |     |        |   |         | 652 |        |   |         |     |       
|Cumulative effect of change in accounting principle,
net of tax benefit of $16,525                                        |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                          |      |        |   |        |     |        |   | 30,689  |     
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Net loss                                                                                                                  |                                                                       | $                                                                                                                                                                                                                                            | (11,245 | )   |                             | $ | (9,423                    | )    |        | $ | (52,112 | )   |        | $ | (65,832 | )   
|                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Basic and diluted loss per common share:                                                                                  |                                                                       |                                                                                                                                                                                                                                              |         |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Loss from continuing operations before cumulative
effect of change in accounting principle                                |                                                                       | $                                                                                                                                                                                                                                            | (0.21   | )   |                             | $ | (0.23                     | )    |        | $ | (1.03   | )   |        | $ | (1.05   | )   
|(Loss) income from discontinued operations                                                                                |                                                                       |                                                                                                                                                                                                                                              | (0.01   | )   |                             |   | 0.01                      |      |        |   | (0.01   | )   |        |   | 0.01    |     
|Cumulative effect of change in accounting principle                                                                       |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                          |      |        |   |        |     |        |   | (0.91   | )   
|Net loss                                                                                                                  |                                                                       |                                                                                                                                                                                                                                              | (0.23   | )   |                             |   | (0.23                     | )    |        |   | (1.04   | )   |        |   | (1.95   | )   
|Weighted  average number of common shares
outstanding used in calculating basic and diluted
loss per common share        |                                                                       |                                                                                                                                                                                                                                              | 49,942  |     |                             |   | 41,680                    |      |        |   | 49,923  |     |        |   | 33,684  |     

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN TV Corp.
Condensed Consolidated Statements of Cash Flows
(unaudited)
(In thousands)

|                                                                          |  |                           |          |      |  |   |          |  
|------------------------------------------------------------------------- |  | ------------------------- | -------- | ---- |  | - | -------- | -
|                                                                          |  | Six Months Ended June 30,
|                                                                          |  |                          
|                                                                          |  | 2003                      |          | 2002
|                                                                          |  |                           |          |     
|Net cash provided by operating activities                                 |  | $                         | 11,601   |      |  | $ | 9,926    |  
|                                                                         
|INVESTING ACTIVITIES:                                                     |  |                           |          |      |  |   |          |  
|Capital expenditures                                                      |  |                           | (10,187  | )    |  |   | (18,392  | )
|Proceeds from disposals of property and equipment                         |  |                           | 31       |      |  |   |         |  
|Proceeds from sale of broadcast licenses and related operating assets     |  |                           | 10,000   |      |  |   | 2,500    |  
|Investment in Banks Broadcasting, Inc.                                    |  |                           |         |      |  |   | (1,100   | )
|Cash and cash equivalents acquired through merger with Sunrise Television |  |                           |         |      |  |   | 6,864    |  
|Capital distributions from equity investments                             |  |                           | 3,260    |      |  |   | 611      |  
|Payments for business combinations                                        |  |                           |         |      |  |   | (10,608  | )
|Proceeds from redemption of Southwest Sports Group preferred units        |  |                           |         |      |  |   | 60,819   |  
|Other investments and deposits                                            |  |                           |         |      |  |   | 4,500    |  
|Proceeds from liquidation of short-term investments                       |  |                           | 23,691   |      |  |   |         |  
|                                                                          |  |                           |          |      |  |   |          |  
|Net cash provided by investing activities                                 |  |                           | 26,795   |      |  |   | 45,194   |  
|                                                                          |  |                           |          |      |  |   |          |  
|FINANCING ACTIVITIES:                                                     |  |                           |          |      |  |   |          |  
|Net proceeds on exercises of employee stock options                       |  |                           | 1,223    |      |  |   | 430      |  
|Redemption of Sunrise Television preferred stock                          |  |                           |         |      |  |   | (10,829  | )
|Net proceeds from initial public offering of common stock                 |  |                           |         |      |  |   | 399,853  |  
|Proceeds from long-term debt                                              |  |                           | 500,000  |      |  |   |         |  
|Financing costs associated with proceeds from long-term debt              |  |                           | (9,798   | )    |  |   |         |  
|Net
proceeds (payments) from revolver debt                                |  |                           | 50,000   |      |  |   | (10,000  | )
|Principal payments on long-term debt                                      |  |                           | (676,000 | )    |  |   | (304,925 | )
|Cash expenses associated with early extinguishment of debt                |  |                           | (26,056  | )    |  |   |         |  
|                                                                          |  |                           |          |      |  |   |          |  
|Net cash (used in) provided by financing activities                       |  |                           | (160,631 | )    |  |   | 74,529   |  
|                                                                          |  |                           |          |      |  |   |          |  
|Net (decrease) increase in cash and cash equivalents                      |  |                           | (122,235 | )    |  |   | 129,649  |  
|Cash and cash equivalents at the beginning of the period                  |  |                           | 143,860  |      |  |   | 17,236   |  
|                                                                          |  |                           |          |      |  |   |          |  
|Cash and cash equivalents at the end of the period                        |  | $                         | 21,625   |      |  | $ | 146,885  |  
|                                                                          |  |                           |          |      |  |   |          |  

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN TV Corp.
Notes to Condensed Consolidated Financial Statements
(unaudited)

Note 1  Basis of Presentation:

LIN TV Corp., together with its subsidiaries, including LIN Television Corporation (LIN Television)
(together, the Company), is a television station group operator in the United States and Puerto Rico. LIN
TV Corp. and its subsidiaries are affiliates of Hicks, Muse, Tate & Furst Incorporated (Hicks Muse).

These condensed consolidated financial statements have been prepared without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and regulations. The Company filed audited
financial statements for the year ended December 31, 2002 in its annual report on Form 10-K, which includes
all such information and disclosures.

In the opinion of management, the accompanying unaudited interim financial statements contain all
adjustments (consisting of normal recurring adjustments) necessary to summarize fairly the financial
position, results of operations and cash flows of the Company for the periods presented. The interim
results of operations are not necessarily indicative of the results to be expected for the full year.

The Companys preparation of financial statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that affect the reported amount of assets
and liabilities and disclosure of contingent assets and liabilities at the dates of the financial
statements and the reported amounts of revenues and expenses during the reported periods. Estimates are
used when accounting for the collectibility of accounts receivable and valuing intangible assets, deferred
tax assets and net assets of businesses acquired. Actual results could differ from these estimates.
Certain prior period amounts have been reclassified to conform to the current period presentation.

The Company accounts for its stock-based employee compensation plans under the recognition and
measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related
interpretations. The Company did not incur stock-based employee compensation costs for the three and
six months ended June 30, 2003 and 2002, respectively, as all options granted under those plans had an
exercise price equal to the market value of the underlying common stock on the date of grant. The
following table illustrates the effect on net loss and net loss per share if the Company had applied
the fair value recognition provisions of SFAS Statement No. 123, Accounting for Stock-Based
Compensation, to stock-based employee compensation (in thousands, except for per share data).

|                                                                                                                                                        |  |                             |         |                           |      |   |        |   |      |   |         |   |  |   |         |   | 
|------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | ------- | ------------------------- | ---- | - | ------ | - | ---- | - | ------- | - |  | - | ------- | - | 
|                                                                                                                                                        |  | Three Months Ended
June 30, |         | Six Months Ended
June 30,
|                                                                                                                                                        |  |                             |         |                           |     
|                                                                                                                                                        |  |                             | 2003    |                           | 2002 |   | 2003   |   | 2002
|                                                                                                                                                        |  |                             |         |                           |      |   |        |   |     
|Net loss, as reported                                                                                                                                   |  | $                           | (11,245 | )                         |      | $ | (9,423 | ) |      | $ | (52,112 | ) |  | $ | (65,832 | )
|Deduct: Total stock-based employee compensation
     expense determined under the fair value
based     method for all awards,
net of related tax effect |  |                             | 710     |                           |      |   | 523    |   |      |   | 1,446   |   |  |   | 729    
|                                                                                                                                                        |  |                             |         |                           |      |   |        |   |     
|Pro forma net loss                                                                                                                                      |  | $                           | (11,955 | )                         |      | $ | (9,946 | ) |      | $ | (53,558 | ) |  | $ | (66,561 | )
|                                                                                                                                                        |  |                             |         |                           |      |   |        |   |     
|Basic and diluted net loss per
common share, as reported                                                                                                |  | $                           | (0.23   | )                         |      | $ | (0.23  | ) |      | $ | (1.04   | ) |  | $ | (1.95   | )
|Basic and diluted net loss per
common share, pro forma                                                                                                  |  | $                           | (0.24   | )                         |      | $ | (0.24  | ) |      | $ | (1.07   | ) |  | $ | (1.98   | )

The fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing
model with the following assumptions used for option grants under the Companys stock option plans issued
during the three and six months ended June 30, 2003 and 2002, respectively:

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|                               |  |                             |             |                           |  |      |             |      |  |  |             |  |  |  |             | 
|------------------------------ |  | --------------------------- | ----------- | ------------------------- |  | ---- | ----------- | ---- |  |  | ----------- |  |  |  | ----------- | 
|                               |  |                             |             |                           |  |     
|                               |  | Three
Months ended June 30, |             | Six Months ended June 30,
|                               |  |                             |             |                          
|                               |  | 2003                        |             | 2002                      |  | 2003 |             | 2002
|                               |  |                             |             |                           |  |      |             |     
|Volatility factors             |  |                             | 30%         |                           |  |      | 35%         |      |  |  | 30%         |  |  |  | 35%         | 
|                              
|                              
|                              
|                              
|Risk-free interest rates       |  |                             | 1.5 - 3.3%  |                           |  |      | 3.4 - 5.1%  |      |  |  | 1.5 - 3.3%  |  |  |  | 3.4 - 5.1%  | 
|                              
|                              
|                              
|                              
|Weighted average expected life |  |                             | 2 - 6 years |                           |  |      | 2 - 6 years |      |  |  | 2 - 6 years |  |  |  | 2 - 6 years | 
|                              
|                              
|                              
|                              
|Dividend yields                |  |                             | 0%          |                           |  |      | 0%          |      |  |  | 0%          |  |  |  | 0%          | 

The weighted average fair value of grants made under the Companys stock option plans during the three
months ended June 30, 2003 and 2002 are $5.96, and $6.80, respectively, and $5.91 and $6.80 for the six
months ended June 30, 2003 and 2002, respectively.

Note 2  Available for Sale Securities:

During the quarter ended March 31, 2003, the Company liquidated all of its available for sale securities
for proceeds of $23.7 million. The amortized cost and fair value of the Companys available-for-sale
securities by major security type and class of security at December 31, 2002 was as follows (in thousands):

|                           |  |           |        |            |  |       |     |  |  |   |        | 
|-------------------------- |  | --------- | ------ | ---------- |  | ----- | --- |  |  | - | ------ | 
|                           |  |           |        | Accrued    |  |      
|                           |  | Amortized |        | Investment |  | Fair 
|                           |  | Cost      |        | Income     |  | Value
|                           |  |           |        |            |  |      
|Corporate debt securities  |  | $         | 7,627  |            |  | $     | 60  |  |  | $ | 7,687  | 
|                          
|                          
|                          
|                          
|Mortgage-backed securities |  |           | 15,851 |            |  |       | 136 |  |  |   | 15,987 | 
|                           |  |           |        |            |  |       |     |  |  |   |        | 
|                           |  | $         | 23,478 |            |  | $     | 196 |  |  | $ | 23,674 | 
|                           |  |           |        |            |  |       |     |  |  |   |        | 

Note 3  Business Disposition:

On December 13, 2002, the Company entered into an agreement with Mission Broadcasting, Inc. (Mission) in
which the Company agreed to sell the assets of the television stations KRBC-TV in Abilene, Texas and
KACB-TV in San Angelo, Texas, for $10.0 million in cash. In December 2002, the Company received a deposit
of $1.5 million from Mission, which the Company recorded in other current liabilities.

Concurrent with entering into the agreement to sell the stations, the Company entered into a local
marketing agreement (LMA) with Mission, pursuant to which Mission began operating KRCB-TV and KACB-TV
beginning January 1, 2003. Under the terms of the LMA, the Company transferred all economic benefit derived
from the stations to Mission for the period from January 1, 2003 until such time as the transaction was
either consummated or terminated. Accordingly, the Company recorded a liability equal to the net operating
results of the stations for the period from January 1, 2003 to June 13, 2003, the date the sale was
completed, offsetting the results of discontinued operations in the Companys statement of operations.

The operating results of these stations have been recorded as discontinued operations for the three and six
months ended June 30, 2003 and 2002. On June 13, 2003, the Company completed the sale of the stations and
received the remaining $8.5 million from Mission.

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Note 4  Equity Investments:

The Company has investments in a number of ventures with third parties through which it has an interest in
television stations in locations throughout the United States of America. The following presents the
Companys basis in these ventures (in thousands):

|                         |  |               |        |                   |  |   |        | 
|------------------------ |  | ------------- | ------ | ----------------- |  | - | ------ | 
|                         |  | June 30, 2003 |        | December 31, 2002
|                         |  |               |        |                  
|NBC joint venture        |  | $             | 57,323 |                   |  | $ | 58,411 | 
|WAND (TV) Partnership    |  |               | 13,115 |                   |  |   | 13,141 | 
|Banks Broadcasting, Inc. |  |               | 12,073 |                   |  |   | 12,816 | 
|                         |  |               |        |                   |  |   |        | 
|                         |  | $             | 82,511 |                   |  | $ | 84,368 | 
|                         |  |               |        |                   |  |   |        | 

Joint Venture with NBC:The Company owns a 20.38% interest in a joint venture with NBC and accounts for its
interest using the equity method, as the Company does not have a controlling interest. The Company received
distributions of $1.6 million and $3.3 million from the joint venture in the three and six months ended
June 30, 2003, respectively. The Company received cash distributions of $611,000 in the three and six
months ended June 30, 2002. The following presents the summarized financial information of the joint
venture (in thousands):

|                        |  |                    |         |                           |  |      |         |      |  |  |        |  |  |  |        | 
|----------------------- |  | ------------------ | ------- | ------------------------- |  | ---- | ------- | ---- |  |  | ------ |  |  |  | ------ | 
|                        |  | Three
Months Ended |         | Six
Months Ended June 30,
|                        |  |                    |         |                           |  |     
|                        |  | 2003               |         | 2002                      |  | 2003 |         | 2002
|                        |  |                    |         |                           |  |      |         |     
|Net revenues            |  | $                  | 43,576  |                           |  | $    | 45,470  |      |  |  | 76,497 |  |  |  | 85,712 | 
|Operating income        |  |                    | 26,028  |                           |  |      | 28,248  |      |  |  | 42,692 |  |  |  | 51,924 | 
|Net income              |  |                    | 9,675   |                           |  |      | 13,368  |      |  |  | 10,662 |  |  |  | 20,848 | 
|                       
|
|                        |  | June 30, 2003      |         | December 31, 2002        
|                        |  |                    |         |                          
|Current assets          |  | $                  | 15,591  |                           |  | $    | 24,111  |     
|Non-current assets      |  |                    | 239,141 |                           |  |      | 236,140 |     
|Current liabilities     |  |                    | 362     |                           |  |      | 544     |     
|Non-current
liabilities |  |                    | 815,500 |                           |  |      | 815,500 |     

WAND (TV) Partnership:The Company has a 33.33% interest in a partnership, WAND (TV) Partnership, with
Block Communications. The Company accounts for its interest using the equity method, as the Company does
not have a controlling interest. The Company has also entered into a management services agreement with
WAND (TV) Partnership to provide specified management, engineering and related services for a fixed fee.
Included in this agreement is a cash management arrangement under which the Company incurs expenditures on
behalf of WAND (TV) Partnership and is periodically reimbursed. Amounts due to the Company from WAND (TV)
Partnership under this arrangement were approximately $208,000 and $187,000 as of June 30, 2003 and
December 31, 2002, respectively. The following presents the summarized financial information of the WAND
(TV) Partnership (in thousands):

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|                        |  |                            |        |                          |  |      |        |      |  |   |       |   |  |   |       | 
|----------------------- |  | -------------------------- | ------ | ------------------------ |  | ---- | ------ | ---- |  | - | ----- | - |  | - | ----- | 
|                        |  | Three Months EndedJune 30, |        | Six Months EndedJune 30,
|                        |  |                            |        |                         
|                        |  | 2003                       |        | 2002                     |  | 2003 |        | 2002
|                        |  |                            |        |                          |  |      |        |     
|Net revenues            |  | $                          | 1,705  |                          |  | $    | 1,751  |      |  | $ | 3,194 |   |  | $ | 3,564 | 
|Operating income (loss) |  |                            | 56     |                          |  |      | 92     |      |  |   | (70   | ) |  |   | 257   | 
|Net income (loss)       |  |                            | 47     |                          |  |      | 95     |      |  |   | (79   | ) |  |   | 264   | 
|                       
|                        |  | June 30,2003               |        | December 31,2002         |  |      |        |     
|                        |  |                            |        |                          |  |      |        |     
|Current assets          |  | $                          | 2,008  |                          |  | $    | 2,137  |      |  |   |       |   |  |   |       | 
|Non-current assets      |  |                            | 33,979 |                          |  |      | 34,063 |      |  |   |       |   |  |   |       | 
|Current liabilities     |  |                            | 568    |                          |  |      | 751    |      |  |   |       |   |  |   |       | 

Banks Broadcasting, Inc:The Company owns preferred stock that represents a 50% non-voting interest in
Banks Broadcasting, Inc., which owns and operates KWCV-TV, a WB
affiliate in Wichita, Kansas and KNIN-TV, a UPN affiliate in Boise,
Idaho. The Company is able to exercise significant, but not controlling, influence over
the activities of Banks Broadcasting, Inc. through representation on the Board of Directors and, therefore,
accounts for its investment using the equity method. The Company has also entered into a management
services agreement with Banks Broadcasting, Inc. to provide specified management, engineering and related
services for a fixed fee. Included in this agreement is a cash management arrangement under which the
Company incurs expenditures on behalf of Banks Broadcasting, Inc. and is periodically reimbursed. Amounts
due to the Company from Banks Broadcasting, Inc. under this arrangement were approximately $213,000 and
$82,000 as of June 30, 2003 and December 31, 2002, respectively. The following presents the summarized
financial information of Banks Broadcasting, Inc. (in thousands):

|                           |  |                            |        |                          |  |      |        |      |  |   |        |   |  |   |       |  
|-------------------------- |  | -------------------------- | ------ | ------------------------ |  | ---- | ------ | ---- |  | - | ------ | - |  | - | ----- | -
|                           |  | Three Months EndedJune 30, |        | Six Months EndedJune 30,
|                           |  |                            |        |                         
|                           |  | 2003                       |        | 2002                     |  | 2003 |        | 2002
|                           |  |                            |        |                          |  |      |        |     
|Net revenues               |  | $                          | 1,302  |                          |  | $    | 1,385  |      |  | $ | 2,585  |   |  | $ | 2,514 |  
|Operating loss             |  |                            | (436   | )                        |  |      | (356   | )    |  |   | (971   | ) |  |   | (854  | )
|Net loss                   |  |                            | (587   | )                        |  |      | (234   | )    |  |   | (1,265 | ) |  |   | (565  | )
|                          
|                           |  | June 30,2003               |        | December 31,2002         |  |      |        |     
|                           |  |                            |        |                          |  |      |        |     
|Current assets             |  | $                          | 1,939  |                          |  | $    | 2,588  |      |  |   |        |   |  |   |       |  
|Non-current assets         |  |                            | 27,320 |                          |  |      | 27,499 |      |  |   |        |   |  |   |       |  
|Current liabilities        |  |                            | 1,275  |                          |  |      | 1,302  |      |  |   |        |   |  |   |       |  
|Non-current liabilities    |  |                            | 1,658  |                          |  |      | 1,496  |      |  |   |        |   |  |   |       |  
|Redeemable preferred stock |  |                            | 3      |                          |  |      | 3      |      |  |   |        |   |  |   |       |  

In accordance with FASB Interpretation No. 46 (FIN 46),
Consolidation of Variable Interest Entities  an
Interpretation of ARB No. 51, the Companys
application of FIN 46 will result in the consolidation of the assets,
liabilities and non-controlling interests of Banks Broadcasting, Inc.
into the Companys financial statements at their fair value
determined at the date that the Interpretation first applies, which
for the Company is December 31, 2003, as it is not practicable
for the Company to determine the carrying amount at such date. The
difference, if any, between the fair value of the newly consolidated
assets over the reported amount of any previously held interests and
the fair value of newly consolidated liabilities and non-controlling
interests shall be recognized as a cumulative effect of an accounting
change. The Companys maximum exposure to loss is limited to
its investment in Banks Broadcasting, Inc. of approximately
$12.1 million as of June 30, 2003.

Other Investments:The Company has recorded losses of approximately $250,000 and $2.8 million for the three
months ended June 30, 2003 and 2002, respectively, in other expenses on an equity investment in an internet
company. These amounts reflect impairments of the Companys initial investment as a result of a reduction in
the value of the internet company, which in the opinion of management, are other than temporary.

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Note 5  Intangible Assets:

The following table summarizes the carrying amount of each major class of intangible assets (in thousands):

|                               |  |               |           |                   |  |   |           |  
|------------------------------ |  | ------------- | --------- | ----------------- |  | - | --------- | -
|                               |  | June 30, 2003 |           | December
31, 2002
|                               |  |               |           |                  
|Amortized Intangible Assets:   |  |               |           |                   |  |   |           |  
|LMA Purchase options           |  | $             | 1,412     |                   |  | $ | 1,412     |  
|Network affiliations           |  |               | 377       |                   |  |   | 377       |  
|Income leases                  |  |               | 393       |                   |  |   | 393       |  
|Accumulated amortization       |  |               | (1,253    | )                 |  |   | (702      | )
|                               |  |               |           |                   |  |   |           |  
|                               |  | $             | 929       |                   |  | $ | 1,480     |  
|                               |  |               |           |                   |  |   |           |  
|Unamortized Intangible Assets: |  |               |           |                   |  |   |           |  
|Broadcast licenses             |  | $             | 1,127,742 |                   |  | $ | 1,127,742 |  
|Goodwill                       |  |               | 598,252   |                   |  |   | 599,263   |  
|                               |  |               |           |                   |  |   |           |  
|                               |  |               | 1,725,994 |                   |  |   | 1,727,005 |  
|                               |  |               |           |                   |  |   |           |  
|Total intangible assets        |  | $             | 1,726,923 |                   |  | $ | 1,728,485 |  
|                               |  |               |           |                   |  |   |           |  

Amortization expense was approximately $276,000 and $551,000 for the three and six months ended June 30,
2003, respectively. There was approximately $167,000 of amortization expense recorded on the local
marketing agreement (LMA) purchase option for the three and six months ended June 30, 2002, respectively.
There was approximately $228,000 and $456,000 of amortization expense recorded on the LMA purchase option
for the three and six months ended June 30, 2003, respectively. The Company expects that its LMA purchase
option will be fully amortized in 2007. The Company recorded approximately $48,000 and $95,000 of
amortization expense on network affiliation agreements and income leases for the three and six months ended
June 30, 2003, respectively. The network affiliation agreements will be fully amortized by their expiration
dates, which range from August 29, 2004 to December 31, 2010, and the income leases will be fully amortized
by November 2006.

As required by Statement of Financial Accounting Standards (SFAS) No. 142 Goodwill and Other Intangible
Assets, the Company completed a transitional impairment test for goodwill and broadcast licenses as of
January 1, 2002. As a result of this test, an impairment loss of $47.2 million ($30.7 million, net of tax
benefit) was recorded in the first quarter of 2002 to reflect the write-down of certain broadcast licenses
to their fair value. There was no impairment to the goodwill and broadcast licenses as of June 30, 2003
and December 31, 2002.

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Note 6 Debt:

Debt consisted of the following (in thousands):

|                                                                                                                              |           |   |               |         |                   |   |         |   | 
|----------------------------------------------------------------------------------------------------------------------------- | --------- | - | ------------- | ------- | ----------------- | - | ------- | - | 
|                                                                                                                              |           |   | June 30, 2003 |         | December 31, 2002
|                                                                                                                              |           |   |               |         |                  
|Senior
Credit Facilities:                                                                                                     |           |   |               |         |                   |   |         |  
|                                                                                                                              | Term Loan |   | $             | 175,000 |                   |   | $       |  | 
|                                                                                                                              | Revolver  |   |               | 50,000  |                   |   |         |  | 
|                                                                                                                             
|$200,000,
6 1/2% Senior Subordinated Notes due 2013                                                                           |           |   | 200,000       |         |                   |   |        |  
|                                                                                                                             
|$125,000,
2.50% Exchangeable Senior Subordinated Dentures due 2033(net of
discount of $20,533 at June 30, 2003)               |           |   | 104,467       |         |                   |   |        |  
|                                                                                                                             
|$210,000,
8% Senior Notes due 2008(net of discount of $5,409 and $5,996 at
June 30, 2003 and December 31, 2002, respectively) |           |   | 204,591       |         |                   |   | 204,004 |  
|                                                                                                                             
|$300,000,
8 3/8% Senior Subordinated Notes due 2008
(net of discount of $364 at December 31, 2002)                            |           |   |              |         |                   |   | 299,636 |  
|                                                                                                                             
|$276,000,
10% Senior Discount Notes due 2008(net of discount of $4,443 at
December 31, 2002)                                  |           |   |              |         |                   |   | 271,557 |  
|                                                                                                                             
|$100,000,
10% Senior Discount Notes due 2008(net of discount of $10,677 at
December 31, 2002)                                 |           |   |              |         |                   |   | 89,323  |  
|                                                                                                                              |           |   |               |         |                   |   |         |   | 
|Total
debt                                                                                                                    |           |   | 734,058       |         |                   |   | 864,520 |  
|Less
current portion                                                                                                          |           |   | 7,000         |         |                   |   | 106,154 |  
|                                                                                                                              |           |   |               |         |                   |   |         |   | 
|Total
long-term debt                                                                                                          |           | $ | 727,058       |         |                   | $ | 758,366 |  
|                                                                                                                              |           |   |               |         |                   |   |         |   | 

Senior Credit Facilities

On February 7, 2003, the Company obtained a new $175.0 million term loan, as part of an amendment to its
existing credit facility. In connection with this amendment, the Company recorded approximately $1.0
million in deferred financing costs. In March 2003, the Company used the proceeds from the new loan, a
drawdown of $75.0 million from its existing revolving credit facility and cash on hand to retire the debt
of the Companys LIN Holdings Corp. subsidiary (LIN Holdings), consisting of $276.0 million aggregate
principal amount of 10% Senior Discount Notes due 2008 and $100.0 million aggregate principal amount of
10% Senior Discount Add-On Notes due 2008. The Company incurred a charge of approximately $29.5 million
related to the write-off of unamortized financing fees and discounts and associated costs as a result of
the early extinguishment of LIN Holdings debt.

The repayment of the term loan begins September 30, 2003 with 1% repaid each quarter until final maturity
on December 31, 2007. The revolving credit facility is available until the scheduled termination date of
March 31, 2005. Borrowings under the senior credit facilities bear interest at a rate based, at the
Companys option, on an adjusted LIBOR rate, plus an applicable margin range of 2.00% to 2.25% for the
term loan and 1.50% to 2.75% for the revolving credit facility depending on whether the Company has met
ratios specified in the senior credit agreement. The Company is required to pay quarterly commitment fees
ranging from 0.375% to 0.750%, based upon the Companys leverage ratio for that particular quarter, on the
unused portion of the senior credit facilities, in addition to annual agency and other administration
fees.

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6 1/2% Senior Subordinated Notes

In May 2003, LIN Television issued $200.0 million aggregate principal amount at maturity of 6-1/2% Senior Subordinated Notes due 2013 in a private placement. The 6-1/2% Senior
Subordinated Notes were issued with no discount. The 6-1/2% Senior Subordinated Notes are
unsecured and are subordinated in right of payment to all of LIN Televisions existing and
future senior indebtedness, including its senior credit facilities and its existing senior
notes, and will rank equally in right of payment with all of its senior subordinated
indebtedness, including its 2.50% Exchangeable Senior Subordinated Debentures due 2033. The 6-1/2% Senior Subordinated Notes are guaranteed, jointly and severally on an unsecured senior
subordinated basis, by LIN TV Corp. and LIN Televisions direct and indirect, existing and
future, domestic restricted subsidiaries. Financing costs of $4.7 million were incurred in
connection with the issuance and are being amortized over the term of the debt. Cash interest
on the 6-1/2% Senior Subordinated Notes accrues at 6-1/2% per annum and will be payable
semi-annually in arrears commencing on November 15, 2003. LIN Television may redeem the 6-1/2%
Senior Subordinated Notes at any time on or after May 15, 2008 at the redemption prices set
forth below, (if redeemed during the 12 month period beginning on May 15 of each of the years
set forth below):

We may also redeem up to 35% of the 6-1/2% Senior Subordinated Notes using proceeds of certain
equity offerings completed before May 15, 2006 at 106.5% of the outstanding principal amount
thereof plus accrued and unpaid interest to the redemption date.

|                    |  |                                                         |         |  
|------------------- |  | ------------------------------------------------------- | ------- | -
|Year                |  | Price (as a percentage of outstanding principal amount)
|                    |  |                                                        
|2008                |  |                                                         | 103.250 | %
|2009                |  |                                                         | 102.167 | %
|2010                |  |                                                         | 101.083 | %
|2011 and thereafter |  |                                                         | 100.000 | %

The 6-1/2% Senior Subordinated Notes are also subject to early redemption provisions in
the event of a change of control, which may require LIN Television to repurchase the 6-1/2% Senior Subordinated Notes at a price equal to 101% of the principal amount of the
note, together with accrued and unpaid interest. The indenture governing the 6-1/2%
Senior Subordinated Notes limits, among other things, the incurrence of additional
indebtedness and issuance of capital stock; layering of indebtedness; the payment of
dividends on, and redemption of, the Companys capital stock; liens; mergers,
consolidations and sales of all or substantially all of the Companys assets; asset
sales; asset swaps; dividend and other payment restrictions affecting restricted
subsidiaries; and transactions with affiliates.

2.50% Exchangeable Senior Subordinated Debentures

In May 2003, LIN Television issued $125.0 million aggregate principal amount at maturity of
2.50% Exchangeable Senior Subordinated Debentures due 2033 in a private placement. The
debentures are unsecured and subordinated in right of payment to all of LIN Televisions
existing and future senior indebtedness including its senior credit facilities and 8% Senior
Notes due 2008 and rank on a parity in right of payment with all of its senior subordinated
indebtedness, including the 6 1/2% Senior Subordinated Notes due 2013. The debentures are
guaranteed, jointly and severally on an unsecured senior subordinated basis, by LIN TV Corp. and
LIN Televisions direct and indirect, existing and future, domestic restricted subsidiaries.
Financing costs of $4.1 million were incurred in connection with the issuance and are being
amortized over the term of the debt. Cash interest on the debentures accrues at 2.50% per annum
and will be payable semi-annually in arrears commencing on November 15, 2003. The Company may
redeem for cash all or a portion of the debentures at any time on or after May 20, 2008 at a
price equal to 100% of the principal amount of the debentures to be redeemed plus accrued and
unpaid interest. Holders of the debentures may require LIN Television to purchase all or a
portion of their debentures on May 15, 2008, 2013, 2018, 2023 or 2028 at 100% of the principal
amount, plus accrued and unpaid interest. The debentures are subject to early redemption
provisions in the event of a fundamental change in which LIN TV Corps common stock is exchanged
for or converted into consideration that is not all or substantially all common stock that is
listed on a national securities exchange or quoted on Nasdaq. In
addition, the indenture governing the debentures limits, among other
things, the incurrence of additional indebtedness and issuance of
capital stock, the payment of dividends on, and redemption of capital
stock of certain of our subsidiaries; liens; mergers, consolidations
and sales of all or substantially all of the assets of certain of our
subsidiaries; asset sales; asset swaps; restricted payments and
transactions with affiliates.

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Contingent Interest.LIN Television will pay contingent interest to holders of the debentures
during any six-month period from and including an interest payment date to but excluding the
next interest payment date, commencing with the six-month period beginning May 15, 2008, if the
average trading price of the debentures for a five-trading day measurement period immediately
preceding the beginning of the applicable six-month period equals 120% or more of the principal
amount. The contingent interest payable per $1,000 principal amount of debentures is 0.25% per
annum. Any contingent interest will be payable on the interest payment date at the end of the
relevant six-month period.

Exchange Rights.A holder may exchange each debenture for a number of shares of LIN TV class A
common stock, equal to the exchange rate under the following conditions:



| |  |  | during any fiscal quarter commencing after June 30, 2003, if the closing sale price of LIN
TV common stock for at least 20 trading days in a period of 30 consecutive trading days ending
on the last trading day of the preceding fiscal quarter is more than 120% of the base exchange
price (initially 120% of $37.28, or $44.7360);
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | during any period in which the credit rating assigned to the debentures by Standard & Poors
Rate Services (S&P) is below B-, or the credit rating assigned to the debentures by Moodys
Investors Services (Moodys) is below B3, or either S&P or Moodys does not assign a rating
to the debentures;                            
|
| |  |  | during the five business-day period after any five consecutive trading-day period in which
the trading price per debenture for each day of that period was less than 98% of the product
of the closing sale price of LIN TV common stock and the exchange rate of each such day;                                                       
|
| |  |  | if such debentures have been called for redemption; or                                                                                                                                                                                                                                                                                 
|
| |  |  | upon the occurrence of certain corporate transactions, such as a consolidation, merger or
binding share exchange pursuant to which shares of LIN TV common stock would be converted into
cash, securities or other property.                                                                                                           

Exchange Rates.Prior to May 15, 2008, the exchange rate will be determined as follows:



| |  |  | if the applicable stock price is less than or equal to the base exchange price, the
exchange rate will be the base exchange rate; and                                                                                                                                                             
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | if the applicable stock price is greater than the base exchange price, the exchange rate
will be determined in accordance with the following formula; provided, however, in no event
will the exchange rate exceed 46.2748, subject to the same proportional adjustment as the base
exchange rate:

|                      |   |                                                                       |  |   |                            
|--------------------- | - | --------------------------------------------------------------------- |  | - | ---------------------------
|Base Exchange Rate  + | [ | (Applicable Stock Price - Base Exchange Price) Applicable Stock Price |  | ] | x  Incremental Share Factor

On May 15, 2008, the exchange rate will be fixed at the exchange rate then in effect.

The base exchange rate is 26.8240, subject to adjustments, and the base exchange price is a
dollar amount (initially $37.28) derived by dividing the principal amount per debenture by the
base exchange rate. The incremental share factor is 23.6051, subject to the same proportional
adjustment as the base exchange rate. The applicable stock price is equal to the average of
the closing sale prices of LIN TV Corp.s common stock over the five trading-day period starting
the third trading day following the exchange date of the debentures.

On June 15, 2003, the Company used the proceeds from the 6 -1/2% Senior Subordinated Notes due in
2013 and the 2.50% Exchangeable Senior Subordinated Debentures due in 2033, and borrowings under
the Companys senior credit facilities to redeem all of its $300.0 million in outstanding
aggregate principal amount of 8 3/8% Senior Subordinated Notes due 2008. The Company incurred a
charge of $23.6 million relating to the write-off of unamortized deferred financing costs and
discounts and call premiums in connection with the redemption of the notes for the three months
ended June 30, 2003.

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Embedded Derivative Features. The 2.50% Exchangeable Senior Subordinated Debentures have
certain embedded derivative instruments that are required to be separately identified and
recorded at fair value with a mark-to-market adjustment required each quarter. The value of
these instruments on issuance of the debentures was $21.1 million and this amount was recorded
as an original issue discount and is being accreted through interest expense over the period to
May 2008. The derivative instruments are recorded at fair market value in other liabilities.
The Company has recorded a gain in connection with the mark-to-market of these derivative
instruments of $4.8 million for the three and six months ended June 30, 2003, respectively.

Interest expense on long-term debt consisted of the following (in thousands):

|                  |                                                          |                        |   |                  |        |      |   |        |        |  |   |        |        |  |   |        |        | 
|----------------- | -------------------------------------------------------- | ---------------------- | - | ---------------- | ------ | ---- | - | ------ | ------ |  | - | ------ | ------ |  | - | ------ | ------ | 
|                  |                                                          |                        |   |                 
|                  |                                                          | Three Months Ended     |   | Six Months Ended
|                  |                                                          | June 30,               |   | June 30,        
|                  |                                                          |                        |   |                 
|                  |                                                          | 2003                   |   | 2002             |        | 2003 |   | 2002  
|                  |                                                          |                        |   |                  |        |      |   |       
|Interest expense: |                                                          |                        |   |                  |        |      |   |        |        |  |   |        |        |  |   |       
|                 
|                 
|                 
|                 
|                  | Cash interest expense                                    |                        | $ | 13,286           |        |      | $ | 10,975 |        |  | $ | 25,824 |        |  | $ | 24,565 |       
|                 
|                 
|                 
|                 
|                  | Amortization of discount and deferred financing
    fees |                        | $ | 1,947            |        |      | $ | 11,700 |        |  | $ | 9,930  |        |  | $ | 23,507 |       
|                  |                                                          |                        |   |                  |        |      |   |        |        |  |   |        |        |  |   |       
|                  |                                                          | Total interest expense |   | $                | 15,233 |      |   | $      | 22,675 |  |   | $      | 35,754 |  |   | $      | 48,072 | 
|                  |                                                          |                        |   |                  |        |      |   |        |        |  |   |        |        |  |   |       

Note 7  Restructuring Charge:

During the second half of 2002, as a result of centralizing the master control transmission
facilities in Indianapolis, Indiana and Springfield, Massachusetts, the Company recorded a
pre-tax restructuring charge of approximately $909,000 for severance pay and benefits relating
to the termination of 60 full time equivalent employees in the master control, sales support
and business office areas. All employees had been informed of their termination benefits in the
period that the charge was recorded. The Company recorded an additional $102,000 of
restructuring charges for the three months ended June 30, 2003. The Company has paid
approximately $402,000 for severance pay and benefits through December 31, 2002 and $179,000
during the six-month period ended June 30, 2003 and expects to pay the balance of approximately
$430,000 during the second half of 2003.

Note 8  Related Party Transactions:

Financial Advisory Agreement.The Company is party to an agreement with Hicks, Muse & Co. Partners,
L.P. (Hicks Muse Partners), pursuant to which the Company reimburses Hicks Muse Partners, an
affiliate of Hicks Muse, for certain expenses incurred by it in connection with rendering services
relating to acquisitions, sales, mergers, exchange offers, recapitalization, restructuring or
similar transactions allocable to the Company. The Company incurred fees under this arrangement of
$23,000 and $38,000 for the three and six months ended June 30, 2003, respectively, and $36,000 and
$57,000 for the three and six months ended June 30, 2002, respectively.

Monitoring and Oversight Agreement. The Company was party to an agreement with Hicks Muse Partners,
pursuant to which the Company agreed to pay Hicks Muse Partners an annual fee (payable quarterly)
for oversight and monitoring services. Hicks Muse Partners was also entitled to reimbursement for
any expenses incurred by it in connection with rendering services allocable to the Company. The
annual fee was approximately $368,000 for the period ended June 30, 2002. The Company and Hicks
Muse Partners agreed to terminate this agreement on May 2, 2002 in exchange for an aggregate fee of
$16.0 million consisting of an amount payable in cash of $6.2 million, $7.1 million in a promissory
note and vested warrants to purchase 123,466 shares of the Companys class B common stock at a price
of $0.01 valued at $2.7 million.

Other Investment. The Companys Chief Executive Officer serves on the Board of Directors of an
internet company in which the Company has invested. The Company incurred fees for internet services
provided by this company of approximately $121,000 and $284,000 for the three and six months ended
June 30, 2003, respectively, and $124,000 and $245,000 for the three and six months ended June 30,
2002, respectively.

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Note 9  Contingencies:

GECC Note.GECC provided debt financing in connection with the formation of the joint venture with
NBC in the form of an $815.5 million 25-year non-amortizing senior secured note bearing an initial
interest rate of 8.0% per annum. During the last five years, the joint venture has produced cash
flows to support the interest payments and to maintain minimum levels of required working capital
reserves. In addition, the joint venture has made cash distributions to the Company and to NBC from
the excess cash generated by the joint venture of approximately $19.3 million on average each year
during the past three years. Accordingly, the Company expects that the interest payments on the GECC
note will be serviced solely by the cash flow of the joint venture. The GECC note is not an
obligation of the Company, but is recourse to the joint venture, the Companys equity interests
therein and to LIN TV Corp., pursuant to a guarantee. If the joint venture were unable to pay
principal or interest on the GECC note and GECC could not otherwise get its money back from the
joint venture, GECC could require LIN TV Corp. to pay the shortfall of any outstanding amounts under
the GECC note. If this happened, the Company could experience material adverse consequences,
including:



| |  |  | GECC could force LIN TV Corp. to sell the stock of LIN Television held by LIN TV Corp. to
satisfy outstanding amounts under the GECC note;                                                                   
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | if more than 50% of the ownership of LIN Television had to be sold to satisfy the GECC Note,
it could cause an acceleration of the Companys senior credit facilities and other outstanding
indebtedness; and
|
| |  |  | if the GECC note is prepaid because of an acceleration on default or otherwise, or if the
note is repaid at maturity, the Company may incur a substantial tax liability.                                     

The joint venture is approximately 80% owned by NBC, and NBC controls the operations of the stations
through a management contract. Therefore, the operation and profitability of those stations and the
likelihood of a default under the GECC note are primarily within NBCs control.

Note 10  Earnings Per Share:

Basic and diluted loss per common share are computed in accordance with SFAS No. 128, Earnings
per Share. Basic loss per common share is computed by dividing loss attributable to common
stockholders by the weighted average number of shares of common stock outstanding. There is no
difference between basic and diluted loss per common share since potential common shares from
the exercises of stock options and phantom units are anti-dilutive for all periods presented.
Options to purchase 3,617,000 and 3,058,000 shares of common stock, and phantom units
exercisable into 621,000 and 677,000 shares of common stock, were outstanding at June 30, 2003
and 2002, respectively, but were not included in the calculation of diluted loss per share
because the effect of their inclusion would have been anti-dilutive.

Note 11   Income Taxes:

Prior to January 1, 2002, the Company recorded deferred tax liabilities relating to the
difference in the book basis and tax basis of goodwill and intangibles. The reversals of those
deferred tax liabilities were utilized to support the recognition of deferred tax assets
(primarily consisting of net operating loss carryforwards) recorded by the Company. As a result
of the adoption of SFAS No. 142, those deferred tax liabilities will no longer reverse on a
scheduled basis and can no longer be utilized to support the realization of deferred tax assets.
Accordingly, management has recorded a valuation allowance against all of the Companys deferred
tax assets in excess of reversing deferred tax liabilities.

Note 12  Recently Issued Accounting Pronouncements:

In January 2003, the FASB issued FASB Interpretation No. 46 (FIN 46), Consolidation of
Variable Interest Entities, an interpretation of Accounting Research Bulletin No. 51. This
Interpretation clarifies the application of Accounting Research Bulletin No. 51, Consolidated
Financial Statements to certain entities in which equity investors do not have the
characteristics of a controlling financial interest or do not have sufficient equity at risk
for the entity to finance its activities without additional subordinated financial support from
other parties. In accordance with FIN 46, the
Companys application of FIN 46 will result in the
consolidation of the assets, liabilities and non-controlling
interests of Banks Broadcasting, Inc. into the Companys
financial statements at their fair value determined at the date that
the Interpretation first applies, which for the Company is
December 31, 2003, as it is not practicable for the Company to
determine the carrying amount at such date. The difference, if any,
between the fair value of the newly consolidated assets over the
reported amount of any previously held interests and the fair value
of newly consolidated liabilities and non-controlling interests shall
be recognized as a cumulative effect of an accounting change. The
Companys maximum exposure to loss is limited to its investment
in Banks Broadcasting, Inc. of approximately $12.1 million as of
June 30, 2003.




The
Company operates two television stations under local marketing
agreements (LMA agreement). An LMA agreement is a
contract between two separately owned broadcast licensees serving a
common television market where the broadcast licensee (LMA
Operator) of one station contracts with another broadcast
licensee (LMA Licensee) to operate the LMA
Licensees broadcast license for an agreed upon schedule of cash
payments. Under the LMA agreement, the LMA Operator provides
substantial portions of the programming for airing on the LMA
Licensees station and sells the advertising time associated with
that programming. The broadcast license of the LMA station is subject
to the ultimate programming and other controls exercised by the LMA
Licensee. The two LMA Licensees, with which the Company has LMA
agreements, hold the broadcast licenses and the Company holds options
to aquire their
broadcast licenses for approximately
$4.3 million. In addition these two LMA Licensees have limited
operating costs associated with the management of those broadcast
licenses.




The Company believes that the
terms of its LMA and related purchase option arrangements identify
the entities owning the related broadcast license, the LMA Licensee, as Variable
Interest Entities (VIE) under FIN 46. However, the
purchase option arrangements do not oblige the Company to absorb the
entities expected losses if they occur, beyond the premium paid
for such options. The Company does not believe that these option
premiums are significant in comparison to expected losses over the
life of the broadcast licenses and, therefore, does not identify
itself as the party that will absorb a majority of such expected
losses. Based on this assessment, the Company does not believe that
FIN 46 will require the consolidation of the entities owning the
broadcast licenses. The Companys maximum exposure to loss is
limited to approximately $1.0 million, which represents the
current premium paid in respect of the purchase options.

On April 30, 2003 the FASB issued FASB Statement No. 149 (SFAS No. 149), Amendment of Statement
133 on

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Derivative Instruments and Hedging Activities. SFAS No. 149 amends and clarifies the
accounting guidance on (1) derivative instruments (including certain derivative instruments
embedded in other contracts) and (2) hedging activities that fall within the scope of FASB
Statement No. 133 (SFAS No. 133), Accounting for Derivative Instruments and Hedging
Activities. SFAS No. 149 amends SFAS No. 133 and certain other existing pronouncements, which
will result in more consistent reporting of contracts that are derivatives in their entirety or
that contain embedded derivatives that warrant separate accounting. SFAS No. 149 is effective
(1) for contracts entered into or modified after June 30, 2003, with certain exceptions, and (2)
for hedging relationships designated after June 30, 2003. The guidance is to be applied
prospectively. The Company does not believe that SFAS No. 149 will have a significant impact on
reported financial position or results of operations.

In May 2003, the FASB issued SFAS No. 150, Accounting for Certain Financial Instruments with
Characteristics of both Liabilities and Equity (SFAS 150). This statement addresses
financial accounting and reporting for financial instruments with characteristics of both
liabilities and equity and is effective at the beginning of the first interim period beginning
after June 12, 2003. The adoption of the new standard does not have a significant impact on
the Companys results of operations or financial position.

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Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations

Forward-Looking Statements

This quarterly report on Form 10-Q contains certain forward-looking statements with respect to our
financial condition, results of operations and business, including statements under the captions
Managements Discussion and Analysis of Financial Condition and Results of Operations. All of these
forward-looking statements are based on estimates and assumptions made by our management which, although
we believe to be reasonable, are inherently uncertain. Therefore, you should not place undue reliance upon
such estimates and statements. We cannot assure you that any of such estimates or statements will be
realized and it is likely that actual results will differ materially from those contemplated by such
forward-looking statements. Factors that may cause such differences include:



| |  |  | volatility and changes in our advertising revenues;                                                                                                                                                                                                                                                         
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | the outbreak and duration of hostilities or the occurrence of terrorist attacks and the duration
and extent of network preemption of regularly scheduled programming and decisions by advertisers to
withdraw or delay planned advertising expenditures as a result of military action or terrorist attacks;
|
| |  |  | restrictions on our operations due to, and the effect of, our significant leverage;                                                                                                                                                                                                                         
|
| |  |  | effects of complying with new accounting standards, including with respect to the treatment of our
intangible assets;                                                                                                                                                                                       
|
| |  |  | inability to consummate acquisitions on attractive terms;                                                                                                                                                                                                                                                   
|
| |  |  | increases in our cost of borrowings or inability or unavailability of additional debt or equity
capital;                                                                                                                                                                                                    
|
| |  |  | increased competition, including from newer forms of entertainment and entertainment media or changes
in the popularity or availability of programming;                                                                                                                                                     
|
| |  |  | increased costs, including increased capital expenditures as a result of necessary technological
enhancements such as expenditures related to the transition to digital broadcasting, or acquisitions or
increased programming costs;                                                                       
|
| |  |  | effects of our control relationships, including the control that Hicks Muse and its affiliates have
with respect to corporate transactions and activities we undertake;                                                                                                                                     
|
| |  |  | loss of network affiliations;                                                                                                                                                                                                                                                                               
|
| |  |  | adverse state or federal legislation or regulation or adverse determinations by regulators including
adverse changes in, or interpretations of, the exceptions to the FCC duopoly rule; and                                                                                                               
|
| |  |  | changes in general economic conditions in the markets in which we compete.                                                                                                                                                                                                                                  

Many of these factors are beyond our control. Forward-looking statements contained herein speak only as
of the date hereof. We undertake no obligation to publicly release the result of any revisions to these
forward-looking statements which may be made to reflect events or circumstances after the date hereof or
to reflect the occurrence of unanticipated events.

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Overview

We are a leading pure-play television company covering the United States of America and Puerto Rico.
Our stations cover approximately 6.7% of U.S. television households and all of the 1.2 million
television households in Puerto Rico. Each of LIN TV and LIN Television is a Delaware corporation.
The principal executive offices of each are located at Four Richmond Square, Suite 200, Providence,
Rhode Island 02906 and the telephone number of each at that address is (401) 454-2880

We own 22 stations, operate 2 stations pursuant to local marketing agreements and have equity
investments in 5 stations. The following table lists the stations that we either operate or in which we
have an equity investment:

|                           |  |         |  |         |  |             |  |         |  |           |  |                  
|-------------------------- |  | ------- |  | ------- |  | ----------- |  | ------- |  | --------- |  | -----------------
|                           |  | DMA     |  |         |  |             |  |         |  |           |  |                  
|Market                     |  | Rank(1) |  | Station |  | Affiliation |  | Channel |  | Status(2) |  | % of DMA TV HH(1)
|                          
|LIN Television Stations   
|Indianapolis, IN           |  | 25      |  | WISH-TV |  | CBS         |  | 8       |  | O&O       |  | 0.96%            
|                           |  |         |  | WIIH-CA |  | Univision   |  | 11      |  | O&O       |  |                  
|                          
|Hartford-New Haven, CT     |  | 27      |  | WTNH-TV |  | ABC         |  | 8       |  | O&O       |  | 0.92%            
|                           |  |         |  | WCTX-TV |  | UPN         |  | 59      |  | O&O       |  |                  
|                          
|Grand Rapids-Kalamazoo-    |  | 38      |  | WOOD-TV |  | NBC         |  | 8       |  | O&O       |  | 0.67%            
|Battle Creek, MI           |  |         |  | WOTV-TV |  | ABC         |  | 41      |  | O&O       |  |                  
|                           |  |         |  | WXSP-CA |  | UPN         |  | Various |  | O&O       |  |                  
|                          
|Norfolk-Portsmouth-Newport |  | 41      |  | WAVY-TV |  | NBC         |  | 10      |  | O&O       |  | 0.64%            
|News, VA                   |  |         |  | WVBT-TV |  | FOX         |  | 43      |  | O&O       |  |                  
|                          
|Buffalo, NY                |  | 44      |  | WIVB-TV |  | CBS         |  | 4       |  | O&O       |  | 0.60%            
|                           |  |         |  | WNLO-TV |  | UPN         |  | 23      |  | O&O       |  |                  
|                          
|Providence, RI-            |  | 48      |  | WPRI-TV |  | CBS         |  | 12      |  | O&O       |  | 0.59%            
|New Bedford, MA            |  |         |  | WNAC-TV |  | FOX         |  | 64      |  | LMA       |  |                  
|                          
|Austin, TX                 |  | 54      |  | KXAN-TV |  | NBC         |  | 36      |  | O&O       |  | 0.52%            
|                           |  |         |  | KNVA-TV |  | WB          |  | 54      |  | LMA       |  |                  
|                           |  |         |  | KBVO-CA |  | Telefutra   |  | Various |  | O&O       |  |                  
|Dayton, OH                 |  | 58      |  | WDTN-TV |  | ABC         |  | 2       |  | O&O       |  | 0.48%            
|                          
|Flint-Saginaw-Bay City, MI |  | 64      |  | WEYI-TV |  | NBC         |  | 25      |  | O&O       |  | 0.44%            
|                          
|Toledo, OH                 |  | 68      |  | WUPW-TV |  | FOX         |  | 36      |  | O&O       |  | 0.41%            
|                          
|Fort Wayne, IN             |  | 104     |  | WANE-TV |  | CBS         |  | 15      |  | O&O       |  | 0.25%            
|                          
|Springfield-Holyoke, MA    |  | 106     |  | WWLP-TV |  | NBC         |  | 22      |  | O&O       |  | 0.24%            

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|                        |  |     |  |         |  |     |  |    |  |     |  |      
|----------------------- |  | --- |  | ------- |  | --- |  | -- |  | --- |  | -----
|Springfield-Holyoke, MA |  | 106 |  | WWLP-TV |  | NBC |  | 22 |  | O&O |  | 0.24%
|Lafayette, IN           |  | 189 |  | WLFI-TV |  | CBS |  | 18 |  | O&O |  | 0.06%
|San Juan, PR            |  |    |  | WAPA-TV |  | IND |  | 4  |  | O&O |  |      
|                        |  |     |  | WJPX-TV |  | IND |  | 24 |  | O&O |  |      

Operated by WAND (TV) Partnership

|                                  |  |    |  |         |  |     |  |    |  |    |  |      
|--------------------------------- |  | -- |  | ------- |  | --- |  | -- |  | -- |  | -----
|Champaign-Springfield-Decatur, IL |  | 82 |  | WAND-TV |  | ABC |  | 17 |  | JV |  | 0.35%

Operated by Banks Broadcasting, Inc.

|            |  |     |  |         |  |     |  |    |  |    |  |      
|----------- |  | --- |  | ------- |  | --- |  | -- |  | -- |  | -----
|Wichita, KS |  | 66  |  | KWCV-TV |  | WB  |  | 33 |  | JV |  | 0.42%
|Boise, ID   |  | 124 |  | KNIN-TV |  | UPN |  | 9  |  | JV |  | 0.20%

Operated Under NBC Joint Venture

|                       |  |    |  |         |  |     |  |    |  |    |  |      
|---------------------- |  | -- |  | ------- |  | --- |  | -- |  | -- |  | -----
|Dallas-Forth Worth, TX |  | 7  |  | KXAS-TV |  | NBC |  | 5  |  | JV |  | 2.06%
|San Diego, CA          |  | 26 |  | KNSD-TV |  | NBC |  | 39 |  | JV |  | 0.94%

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 1.     DMA rank and percentage of DMA TV households, or DMA TV HH, estimates are taken from Nielsen Media
Research Local Universe Estimates for the 2002-2003 Broadcast Season, September 21, 2002. The DMA rank
lists the top 210 DMAs with #1 representing the largest DMA market in terms of television households.                                                                                                                                                                                                                                                                                                              
|
| | 2.     O&O
indicates stations we own and operate. LMA indicates
stations to which we operate
under a local marketing agreement. An LMA is a programming agreement between two separately owned
television stations serving a common television market. Under an LMA agreement, the licensee of one
station provides substantial portions of the broadcast programming for airing on the other licensees
station, subject to ultimate programming and other controls being exercised by the second licensee, and
sells advertising time. JV indicates a station owned and operated by a joint venture in which we are
a party.

We have a 33.3% interest in WAND (TV) Partnership with Block Communications, which owns and operates
WAND-TV, an ABC affiliate in Decatur, Illinois. On April 1, 2000, we exchanged, with Block Communications,
Inc., a 66.7% interest held by us in certain assets of WAND-TV, including its FCC license and network
affiliation agreement, for substantially all of the assets and certain liabilities of WLFI-TV, Inc.
Immediately after the WAND-TV exchange, we and Block Communications contributed our respective interests in
the WAND-TV assets to a partnership, whereby we received a 33.3% interest in the partnership and Block
Communications received a 66.7% interest. We provide ongoing management oversight to the partnership,
including engineering and cash management services, pursuant to a management services agreement with the
partnership. During the year ended December 31, 2002, the partnership had $8.1 million in revenue and we
received an aggregate of $800,000 in distributions from the partnership. The partnership has no
outstanding significant debt obligations and the partners have not provided a guarantee to the partnership.

We also hold a 50% non-voting equity interest in Banks Broadcasting, Inc., which owns and operates KWCV-TV,
a WB affiliate in Wichita, Kansas and KNIN-TV, a UPN affiliate in Boise, Idaho. On August 15, 2000, we,
21st Century Group, L.L.C., an entity in which Hicks Muse has a substantial economic interest, and
BancAmerica Capital Investors SBICI, L.P. formed Banks Broadcasting, Inc. We contributed our interest in
WLBB Broadcasting, LLC, and we and 21st Century both contributed our respective interests in Banks-Boise,
Inc., to Banks Broadcasting, Inc. Two of our officers serve as members of the Board of Directors of Banks
Broadcasting, Inc. We provide cash management, accounting and engineering support services to Banks
Broadcasting, Inc. in exchange for a fixed annual fee pursuant to a management services agreement with
Banks Broadcasting, Inc. In addition, we provide 50% of the capital contributions to fund capital
expenditures for property, plant, and equipment, and for working capital shortfalls incurred by Banks
Broadcasting, Inc. As of June 30, 2003, we had an investment of $12.1 million in Banks Broadcasting, Inc.

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We provide services under a joint sales agreement to two stations, WZPX-TV in Grand Rapids, Michigan, and
WPXV-TV in Norfolk, Virginia, which are owned by Paxson Communications Corporation

We also have an approximate 20% equity interest in a television station joint venture with NBC, which owns
all of the remaining interest. The joint venture, which we entered into with NBC on March 3, 1998,
consists of television stations KXAS-TV, formerly our Dallas, Texas NBC affiliate, and KNSD-TV, formerly
NBCs San Diego, California NBC affiliate. A wholly owned subsidiary of NBC is the general partner of the
joint venture. NBC operates the stations and has managerial control over the joint venture pursuant to a
management agreement. GECC provided debt financing for the joint venture in the form of an $815.5 million,
25-year non-amortizing senior secured note bearing an initial interest rate of 8.0% per annum (GECC
Note). We expect that the interest payments on the GECC Note will be serviced solely by the cash flow of
the joint venture. All cash of the joint venture available for distribution will be distributed to us and
the NBC general partner based on our respective equity interests in the joint venture. The joint venture
generated $76.5 million of revenue and distributed $3.3 million of cash to us for the six months ended June
30, 2003. During the year ended December 31, 2002, the joint venture generated $170.9 million of revenue
and distributed $5.6 million of cash to us.

We own or operate 28 additional low-power television stations, of which 22 received class A status. In
Grand Rapids, Michigan, Austin, Texas and Indianapolis, Indiana we have been able to program multiple low
power stations in a network covering the majority of the applicable market and functioning like a
full-power station. Our low power stations in these three markets are affiliated with UPN, Univisions
Telefutura network and the Univision network, respectively. The remaining 14 low power stations are
independent and used primarily to extend the coverage of the primary stations.

Business Combinations and Dispositions

We have developed our business through a combination of acquisitions, dispositions and organic growth. We
have acquired and disposed of the following businesses and assets during 2003 and 2002:



| |  |  | UHF Television Channel Licenses:On December 20, 2002, we acquired for $4.3 million, the
licenses to 12 MHz of spectrum currently allocated to television channels 54 and 59 in the
following markets: Austin, Texas; Hartford-New Haven, Connecticut; Springfield,
Massachusetts; and Providence, Rhode Island. On June 18, 2003, we acquired an additional 13
licenses for $1.98 million mostly located in our current contiguous broadcast service area:
Muskegon, Michigan to Fort Wayne, Indiana and Muncie and Lafayette, Indiana. The spectrum can
be utilized for any purpose other than analog television.                                                                                                                                                                     
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | KRBC-TV and KACB-TV:On December 13, 2002, we entered into an agreement with Mission Broadcasting,
Inc. to sell the broadcast licenses and operating assets of KRBC-TV in Abilene, Texas and KACB-TV in San
Angelo, Texas for $10.0 million in cash. In December 2002, we received a $1.5 million deposit for the
stations. On January 1, 2003, Mission Broadcasting began operating both stations under a local market
agreement. On June 13, 2003, we completed the transaction and received the remaining $8.5 million in
cash.                                                                                                                                                                                                                                                      
|
| |  |  | KVLY-TV, KFYR-TV, KMOT-TV, KUMV-TV and KQCD-TV:On May 2, 2002, in conjunction with the acquisition
of Sunrise Television Corp. (Sunrise), we sold to Smith Television of North Dakota, Inc. (Smith
Television) the broadcast licenses of KVLY-TV in Fargo, North Dakota and KFYR-TV in Bismarck, North
Dakota and its three satellite stations KMOT-TV in Minot, North Dakota, KUMV-TV in Williston, North
Dakota and KQCD-TV in Dickinson, North Dakota for $1.0 million and we retained the other operating
assets and the cash flows provided by the North Dakota television stations. We completed the
transaction on August 23, 2002 receiving an additional $35.0 million for the remaining assets of the
North Dakota stations.                                             
|
| |  |  | Sunrise Television:On May 2, 2002, concurrent with the consummation of our initial public offering,
we acquired all of the common stock of Sunrise. The Sunrise acquisition added seven stations to our
operations, four of which are now owned and operated by us, two stations that were sold to Mission
Broadcasting (see KRBC-TV and KACB-TV note above), and one station that is operated under a local
marketing agreement. We issued common stock and options with a value of approximately $10.3 million in
exchange for all of Sunrises common stock and options. Prior to the acquisition, affiliates of Hicks
Muse held Sunrise 14% redeemable preferred stock and 14% senior subordinated notes with a face value
including accrued interest and accumulated dividends, of

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| |   |  | $87.7 million as of May 2, 2002, and exchanged
these obligations for 3,736,000 shares of our class B common stock on May 2, 2002. We used part of the
proceeds from the initial public offering to repay the remaining debt of Sunrise. We have accounted for
this transaction under the purchase method of accounting.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | WCTX-TV:On April 26, 2002, we acquired the broadcast license and certain operating assets of WCTX-TV
from KW-TV, Inc. The total purchase price, including transaction costs, was approximately $4.7 million,
and was funded by available cash.                                                                         
|
| |  |  | WNAC-TV:On April 22, 2002, we sold to Super Towers, Inc. the broadcast license and certain related
assets of WNAC-TV in exchange for a $2.5 million promissory note due in June 2006. On May 30, 2003 we
signed an option agreement with Super Towers to purchase WNAC-TV.                                             
|
| |  |  | WVBT-TV: On January 31, 2002, we acquired the broadcast license and certain operating assets of
WVBT-TV from Beach 43 Corporation. The total purchase price, including transaction costs, was
approximately $3.0 million, and was funded by available cash.                                                            
|
| |  |  | WOTV-TV: On January 29, 2002, we acquired the broadcast license and certain operating assets of
WOTV-TV from Channel 41, Inc. The total purchase price, including transaction costs, was approximately
$2.9 million, and was funded by available cash.                                                                 

Results of Operations

Set forth below are the significant factors that contributed to our operating results for the three and
six months ended June 30, 2003 and 2002, respectively. Our results from operations from period to period
are not directly comparable because of the impact of the acquisition of Sunrise Television on May 2, 2002.
WCTX-TV, WVBT-TV and WOTV-TV were operated under local marketing agreements prior to their acquisition by
us and, therefore, the acquisitions do not affect the comparability of the results of operations for the
periods presented.

As noted below, there are a number of trends or uncertainties affecting us in particular and the broadcast
industry in general which may impact our revenues and operating results. These include the possibility of
further military action or domestic disruptions such as terrorist attacks which could result in the
interruption of regular programming and the postponement or cancellation of advertising purchases. The
business relationship with our networks is also likely to undergo significant changes in the future. In
addition to the possible decline in network compensation in some instances, there may be additional
demands by the networks to contribute to the cost of certain programming, including high-profile sporting
events such as the National Football League and the Olympics, which may or may not be offset by the
provision of additional advertising time. Additional uncertainties arise from costs of non-network
programming which have declined in recent years but which historically have been volatile and could well
increase in the future because of increased competition from both broadcast stations and cable networks.
The industry as a whole continues to be subject to increased competition from national cable networks and
direct satellite networks resulting in continued audience fragmentation. Moreover, the clustering of cable
ownership on the local level could lead to increased competition from cable in the local advertising
market.



|                                   |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |        |  |   |         |        |  |   |         |        |  | 
|---------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------- | ------ | ------------------------- |  | ---- | ------ | ------ |  | - | ------- | ------ |  | - | ------- | ------ |  | 
|                                   |                                                                                                                                                                                                                                               |                             |        |                          
|                                   |                                                                                                                                                                                                                                               | Three
Months Ended June 30, |        | Six
Months Ended June 30,
|                                   |                                                                                                                                                                                                                                               |                             |        |                          
|                                   |                                                                                                                                                                                                                                               | 2003                        |        | 2002                      |  | 2003 |        | 2002  
|                                   |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |       
|Net revenues                       |                                                                                                                                                                                                                                               | $                           | 91,078 |                           |  | $    | 89,168 |        |  | $ | 166,332 |        |  | $ | 151,691 |       
|                                  
|                                  
|                                  
|                                  
|Operating costs and expenses:      |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |        |  |   |         |        |  |   |         |       
|                                  
|                                  
|                                  
|                                  
|                                   | Direct operating (excluding depreciation of
$7.8 million and $6.8 million for the three months ended
June 30, 2003 and 2002, respectively, and $15.7 million and
$12.6 million for the six months ended June 30, 2003 and
2002, respectively) |                             |        | 25,260                    |  |      |        | 23,347 |  |   |         | 49,990 |  |   |         | 43,304 | 
|                                  
|                                  
|                                  
|                                  
|                                   | Selling, general and administrative                                                                                                                                                                                                           |                             |        | 23,187                    |  |      |        | 20,590 |  |   |         | 44,600 |  |   |         | 36,454 | 
|                                  
|                                  
|                                  
|                                  
|                                   | Amortization of program rights                                                                                                                                                                                                                |                             |        | 5,431                     |  |      |        | 5,452  |  |   |         | 10,705 |  |   |         | 10,134 | 
|                                  
|                                  
|                                  
|                                  
|                                   | Corporate                                                                                                                                                                                                                                     |                             |        | 4,182                     |  |      |        | 2,290  |  |   |         | 8,102  |  |   |         | 4,418  | 
|                                  
|                                  
|                                  
|                                  
|                                   | Restructuring charge                                                                                                                                                                                                                          |                             |        | 102                       |  |      |        |       |  |   |         | 102    |  |   |         |       | 
|                                  
|                                  
|                                  
|                                  
|                                   | Depreciation and amortization of intangible assets                                                                                                                                                                                            |                             |        | 8,087                     |  |      |        | 7,004  |  |   |         | 16,241 |  |   |         | 12,726 | 
|                                   |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |        |  |   |         |        |  |   |         |       
|Total operating costs and expenses |                                                                                                                                                                                                                                               |                             | 66,249 |                           |  |      | 58,683 |        |  |   | 129,740 |        |  |   | 107,036 |       
|                                   |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |        |  |   |         |        |  |   |         |       
|Operating income                   |                                                                                                                                                                                                                                               | $                           | 24,829 |                           |  | $    | 30,485 |        |  | $ | 36,592  |        |  | $ | 44,655  |       
|                                   |                                                                                                                                                                                                                                               |                             |        |                           |  |      |        |        |  |   |         |        |  |   |         |       

Net revenues consist primarily of national and local airtime sales, net of sales adjustments and agency
commissions. Additional, but less significant, amounts are generated from network compensation, internet
revenues, barter revenues,

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production revenues, tower rental income and carriage or retransmission
agreements.

Net revenues for the three and six months ended June 30, 2003 increased approximately 2.1% to $91.1
million and 9.7% to $166.3 million, respectively, compared to net revenue of $89.2 million and
$151.7 million for the same periods last year. This increase was principally due to the Sunrise
acquisition, which resulted in an additional $3.9 million and $15.7 million of net revenue for the
three and six months ended June 30, 2003, respectively. We experienced a decrease of approximately
0.7% and 2.5% for the three and six months ended June 30, 2003, respectively, in advertising revenue
at our other television stations due to disruptions in regularly scheduled programming as a result
of the coverage of the war in Iraq and rescheduling or delay of scheduled advertising campaigns by
some of our advertisers that sought to avoid being associated with war coverage.

Direct operating expenses, consisting primarily of news, internet, engineering, programming and
music licensing costs and excluding depreciation expense, for the three and six months ended June 30, 2003 increased 8.2% to $25.3
million and 15.4% to $50.0 million, respectively, compared to direct operating expenses of $23.3
million and $43.3 million for the same periods last year. The increase is primarily due to the
Sunrise acquisition, which resulted in an additional $1.8 million and $5.9 million of direct
operating expenses for the three and six months ended June 30, 2003, respectively.

Selling, general and administrative expenses, consisting primarily of selling costs, sales
commissions, general and administrative costs and other employee benefit costs, advertising and
promotional expenses, for the three and six months ended June 30, 2003 increased 12.6% to $23.2
million and 22.3% to $44.6 million, respectively, compared to selling, general and administrative
expenses of $20.6 million and $36.5 million for the same periods last year. The increase is
primarily due to the Sunrise acquisition, which resulted in an additional $1.9 million and $5.7
million of selling, general and administrative expenses for the three and six months ended June 30,
2003, respectively. The increase was also due to approximately $232,000 and $757,000 in increased
rating service expenses and $241,000 and $542,000 in increased pension costs for the three and six
months ended June 30, 2003, respectively.

Amortization of program rights represents costs associated with the acquisition of syndicated
programming, features and specials. Amortization of program rights of $5.4 million for the three
months ended June 30, 2003 remained relatively flat compared to the three months ended June 30,
2002. Amortization of program rights increased 5.6% to $10.7 million for the six months ended June
30, 2003 compared to $10.1 million for the same period in the prior year. The increase is primarily
due to the Sunrise acquisition, which resulted in an additional $1.6 million of program rights
amortization for the six months ended June 30, 2003, offset in part by a decrease of approximately
$1.0 million in amortization expense as a result of renegotiations with a major program supplier.

Corporate expenses, representing costs associated with the centralized management of our stations,
for the three and six months ended June 30, 2003 increased 82.6% to $4.2 million and 83.4% to $8.1
million, respectively, compared to corporate expenses of $2.3 million and $4.4 million for the same
periods last year. This is primarily due to increases of approximately $535,000 and $1.4 million in
professional fees, $241,000 and $477,000 in directors and officers insurance expenses, and $243,000
and $389,000 in pension expense, for the three and six months ended June 30, 2003, respectively.
This increase was offset by a decrease of approximately $367,000 in Hicks Muse monitoring fees and
$291,000 in management income from Sunrise for the six months ended June 30, 2003.

Depreciation and amortization of intangible assets for the three and six months ended June 30, 2003
increased 15.5% to $8.1 million and 27.6% to $16.2 million, respectively, compared to depreciation
and amortization of intangible assets of $7.0 million and $12.7 million for the same periods last
year. The increase is primarily due to the Sunrise acquisition, which resulted in an additional
$600,000 and $2.2 million in depreciation and amortization expense for the three and six months
ended June 30, 2003, respectively. The remaining increase is the result of increased capital
additions related to the digital conversion and clustering.

During the second half of 2002, as a result of centralizing the master control transmission
facilities in Indianapolis, Indiana and Springfield, Massachusetts, we recorded a pre-tax
restructuring charge of approximately $909,000 for severance pay and benefits relating to the
termination of 60 full time equivalent employees in the master control, sales support and business
office areas. All employees had been informed of their termination benefits in the period that the
charge was recorded. We recorded an additional $102,000 of restructuring charges for the three
months ended June 30, 2003. We have paid approximately $402,000 for severance pay and benefits
through December 31, 2002 and $179,000 during the six-month period ended June 30, 2003 and expect to
pay the balance of approximately $430,000 during the second half of 2003.

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Other (Income) Expense

Interest expense for LIN TV Corp. decreased 32.8% to $15.2 million and 25.6% to $35.8 million for
the three and six months ended June 30, 2003, respectively, compared to $22.7 million and $48.1
million for the same periods last year. The decrease is due to interest expense savings of
approximately $1.1 million resulting from the early repayment of LIN Televisions 8 3/8% Senior
Subordinated Notes due in 2008 in the aggregate principal amount of $300.0 million and a decrease of
approximately $9.9 million and $13.2 million for the three and six months ended June 30, 2003,
respectively, resulting from the early repayment of the remaining outstanding debt of LIN Holdings,
consisting of $276.0 million aggregate principal amount of 10% Senior Discount Notes due 2008 and
$100.0 million aggregate principal amount of 10% Senior Discount Add-On Notes due 2008. This
decrease was offset by an increase in interest expense of $2.8 million in each of the three and six
months ended June 30, 2003 resulting from the issuance in May 2003 of the 6 1/2% Senior
Subordinated Notes due in 2013 and the 2.50% Exchangeable Senior Subordinated Debentures due in
2033.

Interest expense for LIN Television increased 23.0% to $15.2 million and 3.3% to $28.7 million for
the three and six months ended June 30, 2003, respectively, compared to $12.4 and $27.7 million for
the same periods last year. The increase is primarily due to approximately $1.8 million resulting
from the 6 1/2% Senior Subordinated Notes due in 2013, $434,000 in interest and $527,000 in
amortization of discount from the 2.50% Exchangeable Senior Subordinated Debentures due in 2033,
borrowed in May 2003, for the three and six months ended June 30, 2003, respectively.

Investment income decreased 19.4% to $370,000 and 50.7% to $750,000 for the three and six months
ended June 30, 2003, respectively, compared to $459,000 and $1.5 million for the same periods last
year as a result of the redemption of all 500,000 of Southwest Sports Groups Series A Preferred
Units on May 7, 2002.

Share of loss in equity investments decreased 36.0% to $1.7 million and 65.4% to $1.4 million for
the three and six months ended June 30, 2003, respectively, compared to $2.6 million and $4.1
million for the same periods last year. This decrease was primarily the result of the operating
performance of the stations included in our joint venture with NBC.

The gain on derivative instruments, derived from the mark-to-market of such instruments, increased
to a gain of $4.8 million for the three and six months ended June 30, 2003, respectively, compared
to $1.0 million and $2.2 million, respectively, for the same periods last year.

We recorded a loss on disposition of property and equipment of $1.0 million for the six months ended
June 30, 2003, principally as a result of the obsolescence of equipment due to the digital
conversion.

We recorded a loss of $23.6 million and $53.1 million for the three and six months ended June 30,
2003, respectively, related to the write-off of unamortized financing fees and discounts and
associated costs in connection with the early extinguishment of the LIN Holdings 10% Senior Discount
Notes and the LIN Television 8 3/8% Senior Subordinated Notes.

Provision for Income Taxes

LIN TV Corp.s provision for income taxes for the three-month period ended June 30, 2003 decreased
to approximately $2.6 million compared to $5.1 million for the same period last year. The provision
for income taxes for the six-month period ended June 30, 2003 decreased to approximately $5.3
million compared to $23.3 million for the same period last year. As more fully discussed below, LIN
TV Corp. records a valuation allowance on its deferred tax assets. The change for the three-month
period ended June 30, 2003 over the same period last year is primarily due to a reduction in
originating deferred tax assets requiring a valuation allowance. The change for the six-month
period ended June 30, 2003 over the same period last year was primarily due to LIN TV Corp.
recording a one-time charge of $19.9 million during the six-month period ended June 30, 2002 to
establish a valuation allowance on all of its deferred tax assets.In assessing the realizability
of deferred tax assets, management considers whether it is more likely than not that some portion or
all of the deferred tax assets will be realized. Prior to January 1, 2002, LIN TV Corp. recorded
deferred tax liabilities relating to the difference in the book and tax basis of goodwill and
intangibles. The reversals of those deferred tax liabilities were utilized to support the
recognition of the deferred tax assets recorded by LIN TV Corp.. As a result of the adoption of SFAS
No. 142, those deferred tax liabilities will no longer reverse on a scheduled basis and can no
longer be utilized to support the realization of deferred tax assets. LIN TV Corp. uses a discrete
provision in order to more accurately calculate its provision for income taxes.

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LIN Television Corporations benefit for income taxes for the three and six-month periods ended
June 30, 2003 is approximately $623,000 and $1.3 million, respectively, compared to a provision of
approximately $4.2 million and $5.2 million for the same periods last year. These changes were
primarily due to LIN Television recording a loss for the period related to the loss on early
extinguishment of debt. LIN Television uses a discrete provision in order to more accurately
calculate its provision for income taxes.

Liquidity and Capital Resources

Our principal sources of funds for working capital have historically been cash from operations,
borrowings under our senior credit facilities, as well as funds from our initial public offering in
May 2002. At June 30, 2003, we had cash of $21.6 million and a $191.9 million committed revolving
credit facility of which $50.0 million is outstanding at June 30, 2003, leaving $141.9 million
committed, but undrawn. We have the ability to increase the revolving credit commitments up to
$235.0 million.

Net cash provided by operating activities was $11.6 million and $9.9 million for the six months
ended June 30, 2003 and 2002, respectively. The net increase was principally related to the
write-off of unamortized financing fees and discounts and associated costs in connection with the
early extinguishment of the LIN Holdings 10% Senior Discount Notes due in 2008 and of LIN Television
8 3/8% Senior Subordinated Notes due in 2008 of approximately $50.6 million. This increase was
offset by a decrease of $30.7 million in impairment of intangible assets, net of tax benefit,
recognition of $17.1 million in deferred income taxes and $4.8 million in interest income on our
investment in Southwest Sports Group preferred units. Net cash used by operating activities for LIN
Television was $12.1 million, a difference of $526,000 from LIN TV Corp., as a result of cash
interest payments. This difference is also a factor in net cash used in financing activities.

Net cash provided by investing activities was $26.8 million and $45.2 million for the six months
ended June 30, 2003 and 2002, respectively. The change was primarily due to redemptions of
short-term investments of approximately $23.7 million, proceeds from sale of KRBC-TV and KACB-TV of
approximately $10.0 million, and increased capital distributions from equity investments of
approximately $2.6 million, compared with payments for business acquisitions of approximately $10.6
million, capital contributions to equity investments of $1.1 million and LMA expenditures of
$500,000 for the same period in the prior year.

Our capital expenditures primarily include building improvements, broadcasting equipment, studio
equipment, vehicles and office equipment to improve the efficiency and quality of our television
broadcasting operations. We have engaged in a number of capital-intensive enterprises such as the
conversion to digital and regional clustering. We believe that the bulk of the capital required for
these enterprises has been expended or will be expended by the conclusion of 2003, but there may be
additional expenditures in the future, especially if we are successful in acquiring additional
stations which may not be as advanced in their digital construction and which may need to be
clustered with our existing stations.

The large majority of our digital facilities are constructed and we are presently in compliance with
Federal Communication Commission deadlines with respect to the remaining unbuilt facilities. We
believe that all of the remaining unbuilt facilities could be constructed in 2003, though a few may
remain unbuilt with Federal Communication Commission permission pending resolution of interference
issues. Failure to comply with the Federal Communication Commission mandated timetables, would
subject us to Federal Communication Commission sanctions. These sanctions consist initially of an
admonition and six further months to construct required facilities, followed by a forfeiture or fine
of an unspecified amount and six more months to construct required facilities, followed by
termination of the digital authorization.

Our capital expenditures were $4.1 million and $10.2 million for the three and six months ended June
30, 2003, respectively, compared to $13.2 million and $18.4 million for the same periods last year.
The decrease is primarily due to the majority of our conversion to digital television occurring in
2002. We expect to incur an additional $4.5 million in capital expenditures in 2003 with respect to
the completion of the digital television conversion. We expect that we will make aggregate capital
expenditures of approximately $35.0 million during the year ended December 31, 2003.

Net cash used in financing activities was $160.6 million for the six months ended June 30, 2003
compared to net cash provided by financing activities of $74.5 million for the same period last
year. The change was primarily due to the payment of approximately $711.9 million for the six
months ended June 30, 2003 to retire LIN Holdings 10% Senior Discount Notes due 2008, LIN Holdings
10% Senior

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Discount Add On Notes due 2008 and LIN Television 8 3/8% Senior Subordinated Notes due in
2008, including related expenses, compared to $304.9 million for the same period last year. This
was partially offset by a net increase of $560.0 million in proceeds from our long-term and revolver
debt for the six months ended June 30, 2003, compared to proceeds of $399.9 million from our initial
public offering for the same period last year.

We used the proceeds from the LIN Television $200.0 million 6 1/2% Senior Subordinated Notes
due in 2013 and $125.0 million 2.50% Exchangeable Senior Subordinated Notes due in 2033 to
retire $300.0 million aggregate principal amount on LIN Televisions 8 3/8% Senior
Subordinated Notes due in 2008.

Based on the current level of our operations and anticipated future growth, both internally
generated as well as through acquisitions, we believe that our cash flows from operations, together
with available borrowings under our senior credit facilities will be sufficient to meet our
anticipated requirements for working capital, capital expenditures, interest payments and scheduled
principal payments for at least the next 12 months.

Contractual Obligations

We generally rely on cash on hand and cash from operations, as well as cash from other financing
sources, to satisfy our working capital, debt, capital expenditure and other contractual obligation
requirements.

The following table sets forth our estimated material contractual cash obligations, as well as
planned capital expenditures and debt repayments, as of June 30, 2003 (in thousands):

|                                                                  |  |               |        |           |  |           |         |            |  |       |         |  |  |   |         |  |  |   |           | 
|----------------------------------------------------------------- |  | ------------- | ------ | --------- |  | --------- | ------- | ---------- |  | ----- | ------- |  |  | - | ------- |  |  | - | --------- | 
|                                                                  |  | July through  |        |           |  |           |         |            |  |      
|                                                                  |  | December 2003 |        | 2004-2006 |  | 2007-2008 |         | Thereafter |  | Total
|                                                                  |  |               |        |           |  |           |         |            |  |      
|Principal payments and mandatory redemption on
    LIN TV debt(1) |  |               | 23,500 |           |  |           | 40,000  |            |  |       | 485,500 |  |  |   | 200,000 |  |  |   | 749,000   | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Cash interest on debt(2)                                          |  |               | 20,169 |           |  |           | 118,981 |            |  |       | 51,077  |  |  |   | 133,047 |  |  |   | 323,274   | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Capital expenditures(3)                                           |  |               | 190    |           |  |           | 45      |            |  |       |        |  |  |   |        |  |  |   | 235       | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Program payments(4)                                               |  |               | 11,733 |           |  |           | 42,466  |            |  |       | 5,831   |  |  |   | 1,785   |  |  |   | 61,815    | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Operating leases(5)                                               |  |               | 675    |           |  |           | 2,791   |            |  |       | 770     |  |  |   | 3,145   |  |  |   | 7,381     | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Purchasing agreements(6)                                          |  |               | 769    |           |  |           |        |            |  |       |        |  |  |   |        |  |  |   | 769       | 
|                                                                 
|                                                                 
|                                                                 
|                                                                 
|Local marketing agreement payments(7)                             |  |               | 1,065  |           |  |           | 3,992   |            |  |       | 33      |  |  |   |        |  |  |   | 5,090     | 
|                                                                  |  |               |        |           |  |           |         |            |  |       |         |  |  |   |         |  |  |   |           | 
|Total                                                             |  | $             | 58,101 |           |  | $         | 208,275 |            |  | $     | 543,211 |  |  | $ | 337,977 |  |  | $ | 1,147,564 | 
|                                                                  |  |               |        |           |  |           |         |            |  |       |         |  |  |   |         |  |  |   |           | 



| | 1) |  | We are obligated to repay our Senior Credit Facility in December 2007, our 6 1/2% Senior
Subordinated Notes in May 2013 and our 2.50% Exchangeable Senior Subordinated Debentures in May
2033. However, the holders of our 2.50% Exchangeable Senior Subordinated Debentures can require
us to purchase all or a portion of the debentures on each of May 15, 2008, 2013, 2018, 2023 and
2028.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | 2) |  | We have contractual obligations to pay cash interest on our Senior Credit Facility, as well as
commitment fees of approximately 0.50% on our Senior Credit Facility through 2007, on our 8%
Senior Notes through 2008, on our 6 1/2% Senior Subordinated Notes through 2013, and our 2.50%
Exchangeable Senior Subordinated Debentures through 2033.                                          
|
| | 3) |  | Our annual capital expenditures may fluctuate as a result of a number of factors, including
factors such as Federal Communication Commission regulatory compliance expenditures and periodic
maintenance requirements. We do not currently have any committed capital expenditures for years
beyond 2003.                                                                                     
|
| | 4) |  | We have entered into commitments for future syndicated news, entertainment, and sports
programming. We have recorded $21.3 million of program obligations as of June 30, 2003 and have
unrecorded commitments of $40.5 million for programming that is not available to air as of June
30, 2003.                                                                                              
|
| | 5) |  | We lease land, buildings, vehicles and equipment under non-cancelable operating lease
agreements.                                                                                                                                                                                                                                                                                             

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| | 6) |  | We have committed $769,000 in purchase orders for office and computer supplies that are unrecorded as
of June 30, 2003.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | 7) |  | We have entered into options and put agreements that would enable or require us to purchase KNVA-TV and
WNAC-TV for a fixed amount under certain conditions. Given changes in Federal Communications Commission
ownership rules, we, at the option of the parties involved in the LMA contracts, could be required to
purchase the LMA stations. The potential commitment for fulfilling the put options was approximately $4.3
million, subject to adjustments for monthly rental payments and outstanding loans, at June 30, 2003. In
connection with WNAC-TV and KNVA-TV, we are committed to pay minimum future periodic fees totaling $5.1
million as of June 30, 2003

Description of Indebtedness

The following is a summary of our outstanding indebtedness (in thousands):

|                                                                                              |  |  |                      |  |   |               |         |                   |   |         |   | 
|--------------------------------------------------------------------------------------------- |  |  | -------------------- |  | - | ------------- | ------- | ----------------- | - | ------- | - | 
|                                                                                              |  |  |                      |  |   | June 30, 2003 |         | December 31, 2002
|                                                                                              |  |  |                      |  |   |               |         |                  
|Senior Credit
Facilities:                                                                     |  |  |                      |  |   |               |         |                  
|                                                                                              |  |  | Term Loan            |  |   | $             | 175,000 |                   |   | $       |  | 
|                                                                                              |  |  | Revolver             |  |   | 50,000        |         |                   |   |        |  
|$200,000, 6 1/2% Senior Subordinated Notes due 2013                                           |  |  | 200,000              |  |   |               |        |                  
|$125,000, 2.50% Exchangeable Senior Subordinated                                              |  |  |                      |  |   |               |         |                  
|Debentures due 2033 (net of discount of $20,533 at June 30, 2003)                             |  |  | 104,467              |  |   |               |        |                  
|$210,000, 8% Senior Notes due 2008
(net of discount of $5,409 and $5,996 at June 30, 2003 and |  |  |                      |  |   |               |         |                  
|December 31,
2002, respectively)                                                              |  |  | 204,591              |  |   |               | 204,004 |                  
|$300,000, 8 3/8% Senior Subordinated Notes due 2008                                           |  |  |                      |  |   |               |         |                  
|(net of discount of $364 at December 31, 2002)                                                |  |  |                     |  |   |               | 299,636 |                  
|$276,000, 10% Senior Discount Notes due 2008                                                  |  |  |                      |  |   |               |         |                  
|(net of discount of $4,443 at December 31, 2002)                                              |  |  |                     |  |   |               | 271,557 |                  
|$100,000, 10% Senior Discount Notes due 2008                                                  |  |  |                      |  |   |               |         |                  
|(net of discount of $10,677 at December 31, 2002)                                             |  |  |                     |  |   |               | 89,323  |                  
|                                                                                              |  |  |                      |  |   |               |         |                  
|Total debt                                                                                    |  |  | 734,058              |  |   |               | 864,520 |                  
|Less current portion                                                                          |  |  | 7,000                |  |   |               | 106,154 |                  
|                                                                                              |  |  |                      |  |   |               |         |                  
|                                                                                              |  |  | Total long-term debt |  | $ | 727,058       |         |                   | $ | 758,366 |  
|                                                                                              |  |  |                      |  |   |               |         |                  

Senior Credit Facility

On February 7, 2003, we obtained a new $175.0 million term loan, as part of an amendment to our existing
credit facility. In connection with this amendment we recorded approximately $1.0 million of deferred
financing costs. In March 2003, we used the proceeds from the new loan, a drawdown of $75.0 million from
our existing revolving credit facility and cash on hand to retire the debt of our LIN Holdings Corp.
subsidiary (LIN Holdings), consisting of $276.0 million aggregate principal amount of 10% Senior Discount
Notes due 2008 and $100.0 million aggregate principal amount of 10% Senior Discount Add-On Notes due 2008.
We incurred a charge of approximately $29.5 million related to the write-off of unamortized financing fees
and discounts and associated costs as a result of the early

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extinguishment of LIN Holdings debt.

The repayment of the term loan begins September 30, 2003 with 1% repaid each quarter until final maturity on
December 31, 2007. The revolving credit facility is available until the scheduled termination date of March
31, 2005. Borrowings under the senior credit facilities bear interest at a rate based, at our option, on an
adjusted LIBOR rate, plus an applicable margin range of 2.00% to 2.25% for the term loan and 1.50% to 2.75%
for the revolving credit facility depending on whether we have met ratios specified in the senior credit
agreement. We are required to pay quarterly commitment fees ranging from 0.375% to 0.750%, based upon our
leverage ratio for that particular quarter, on the unused portion of the senior credit facilities, in
addition to annual agency and other administration fees.

The revolving credit facility may be used for general corporate purposes including, without limitation,
permitted acquisitions and redemptions of our publicly traded securities not to exceed $50.0 million in
the aggregate of our common stock and/or our subsidiaries publicly-traded indebtedness and we may from
time to time request the lenders to increase the aggregate amount of the commitments under the revolving
credit facility up to a total of $235.0 million.

Prepayments

The senior credit facility permits us to prepay loans and to permanently reduce revolving credit
commitments, in whole or in part, at any time. In addition, we are required to make mandatory prepayments
of term loans, and thereafter mandatory reductions of our revolving credit commitment, subject to certain
exceptions and subject to a reduction to zero based upon our financial performance, in amounts equal to 50%
of the net cash proceeds of certain issuances of debt or equity of certain of our subsidiaries; and 100% of
the net cash proceeds of certain dispositions of assets.

Mandatory and optional prepayments of the term loans are allocated pro rata between the term loans as
applicable, and applied ratably based on the number of remaining installments under each. Any prepayment of
adjusted LIBOR loans other than at the end of an interest period will be subject to reimbursement of
breakage costs.

Covenants

The senior credit facilities contain covenants that, among other things, restrict the ability of our
certain of our subsidiaries to dispose of assets, incur additional indebtedness, incur guarantee
obligations, prepay other indebtedness or amend other debt instruments, pay dividends, create liens on
assets, enter into sale and leaseback transactions, make investments, loans or advances, make acquisitions,
engage in mergers or consolidations, change the business conducted by it, make capital expenditures, or
engage in certain transactions with affiliates and otherwise restrict certain corporate activities. In
addition, under the senior credit facilities, we are required to comply with specified financial ratios,
including minimum interest coverage ratios, maximum leverage ratios and minimum fixed charge coverage
ratios.

The senior credit facilities also contain provisions that prohibit any modification of the indentures
governing our senior subordinated notes and senior notes in any manner adverse to the lenders and that will
limit our ability to refinance or otherwise prepay our senior subordinated notes or senior notes without
the consent of such lenders.

Events of Default

The senior credit facilities contain customary events of default, including payment defaults, breach of
representations and warranties, covenant defaults, cross-defaults to certain other indebtedness, certain
events of bankruptcy and insolvency, ERISA events, judgment defaults, actual or asserted invalidity of any
security interest and change of control.

6 1/2% Senior Subordinated Notes

In May 2003, LIN Television issued $200.0 million aggregate principal amount at maturity of 6 1/2% Senior
Subordinated Notes due in 2013 in a private placement. The 6 1/2% Senior Subordinated Notes are unsecured
and are subordinated in right of payment to all of our existing and future senior indebtedness, including
our senior credit facilities and 8% Senior Notes due in 2008, and will rank equally in right of payment with
all of our senior subordinated indebtedness, including our 2.50% Exchangeable Senior Subordinated Debentures
due in 2033. The 6 1/2% Senior Subordinated Notes are guaranteed, jointly and severally, on an unsecured
senior subordinated basis by LIN TV Corp. and LIN Televisions direct and indirect, existing and future,
domestic restricted subsidiaries. Financing costs of $4.7

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million were incurred in connection with the
issuance and are being amortized over the term of the debt. Cash interest on the 6 1/2% Senior
Subordinated Notes accrues at 6 1/2% per annum and will be payable semi-annually in arrears commencing on
November 15, 2003. LIN Television may redeem the 6 1/2% Senior Subordinated Notes at any time on or after
May 15, 2008 at the redemption prices set forth below, (if redeemed during the 12 month period beginning on
May 15 of each of the years set forth below):

|                    |  |                                                          |         |  
|------------------- |  | -------------------------------------------------------- | ------- | -
|Year                |  | Price ( as a percentage of outstanding principal amount)
|                    |  |                                                         
|2008                |  |                                                          | 103.250 | %
|2009                |  |                                                          | 102.167 | %
|2010                |  |                                                          | 101.083 | %
|2011 and thereafter |  |                                                          | 100.000 | %

We may also redeem up to 35% of the 6 1/2% Senior Subordinated Notes using proceeds of certain equity
offerings completed before May 15, 2006 at 106.5% of the outstanding principal amount thereof plus accrued and
unpaid interest to the redemption date

The 6 1/2% Senior Subordinated Notes are also subject to early redemption provisions in the event of a
change of control, which may require LIN Television to repurchase the 6 1/2% Senior Subordinated Notes at
a price equal to 101% of the principal amount of the note, together with accrued and unpaid interest. The
indenture governing the 6 1/2% Senior Subordinated Notes limits, among other things; the incurrence of
additional indebtedness and issuance of capital stock; the payment of dividends on, and redemption of
capital stock of certain of our subsidiaries; liens; mergers, consolidations and sales of all or
substantially all of the assets of certain of our subsidiaries; asset sales; asset swaps; restricted
payments and transactions with affiliates.

2.50 % Exchangeable Senior Subordinated Debentures

In May 2003, LIN Television issued $125.0 million aggregate principal amount at maturity of 2.50 %
Exchangeable Senior Subordinated Debentures due in 2033 in a private placement. The debentures are
unsecured and subordinated in right of payment to all of LIN Televisions existing and future senior
indebtedness including its senior credit facilities and 8% Senior Notes due in 2008 and rank on a parity in
right of payment with all of its senior subordinated indebtedness, including the 6 1/2% Senior Subordinated
Notes due in 2013. The debentures are guaranteed, jointly and severally, on an unsecured senior subordinated
basis by LIN TV Corp., and LIN Televisions direct and indirect, existing and future, domestic restricted
subsidiaries. Financing costs of $4.1 million were incurred in connection with the issuance and are being
amortized over the term of the debt. Cash interest on the debentures accrues at 2.50% per annum and will be
payable semi-annually in arrears commencing on November 15, 2003. We may redeem for cash all or a portion
of the debentures at any time on or after May 20, 2008 at a price equal to 100% of the principal amount of
the debentures to be redeemed plus accrued and unpaid interest. Holders of the debentures may require LIN
Television to purchase all or a portion of their debentures on May 15, 2008, 2013, 2018, 2023 or 2028 at
100% of the principal amount, plus accrued and unpaid interest. The debentures are subject to early
redemption provisions in the event of a fundamental change in which LIN TV Corp.s common stock is exchanged
for or converted into consideration that is not all or substantially all common stock that is listed on a
national securities exchange or quoted on Nasdaq. In addition, the indenture governing the debentures
limits, among other things; the incurrence of additional indebtedness and issuance of capital stock; the
payment of dividends on, and redemption of capital stock of certain of our subsidiaries; liens; mergers,
consolidations and sales of all or substantially all of the assets of certain of our subsidiaries; asset
sales; asset swaps; restricted payments and transactions with affiliates.

Contingent Interest.LIN Television will pay contingent interest to holders of the debentures during any
six-month period from and including an interest payment date to but excluding the next interest payment
date, commencing with the six-month period beginning May 15, 2008, if the average trading price of the
debentures for a five trading day measurement period immediately preceding the beginning of the applicable
six-month period equals 120% or more of the principal amount. The contingent interest payable per $1,000
principal amount of debentures is 0.25% per annum. Any contingent interest will be payable on the interest
payment date at the end of the relevant six-month period.

Exchange Rights.A holder may exchange each debenture for a number of shares of LIN TV class A common stock,
equal to the exchange rate under the following conditions:



| |  | during any fiscal quarter commencing after June 30, 2003, if the closing sale price of LIN TV common
stock for at least 20 trading days in a period of 30 consecutive trading days ending on the last trading
day of the preceding fiscal quarter is more than 120% of the base exchange price (initially 120% of
$37.28, or $44.7360);
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| |  | during any period in which the credit rating assigned to the debentures by Standard & Poors Rate
Services (S&P) is below B-, or the credit rating assigned to the debentures by Moodys Investors
Services (Moodys) is below B3, or either S&P or Moodys does not assign a rating to the debentures;
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | during the five business-day period after any five consecutive trading-day period in which the trading
price per debenture for each day of that period was less than 98% of the product of the closing sale price
of LIN TV common stock and the exchange rate of each such day;                           
| 
| |  | if such debentures have been called for redemption; or                                                                                                                                                                                                                                                     
| 
| |  | upon the occurrence of certain corporate transactions, such as a consolidation, merger or binding share
exchange pursuant to which shares of LIN TV common stock would be converted into cash, securities or other
property.                                                                               

Exchange Rates.Prior to May 15, 2008, the exchange rate will be determined as follows:



| |  | if the applicable stock price is less than or equal to the base exchange price, the exchange rate will
be the base exchange rate; and                                                                                                                                                             
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | if the applicable stock price is greater than the base exchange price, the exchange rate will be
determined in accordance with the following formula; provided, however, in no event will the exchange rate
exceed 46.2748, subject to the same proportional adjustment as the base exchange rate:

(Exchange Rate Formula)

On May 15, 2008, the exchange rate will be fixed at the exchange rate then in effect.

The base exchange rate is 26.8240, subject to adjustments, and the base exchange price is a dollar
amount (initially $37.28) derived by dividing the principal amount per debenture by the base exchange rate.
The incremental share factor is 23.6051, subject to the same proportional adjustment as the base exchange
rate. The applicable stock price is equal to the average of the closing sale prices of LIN TV Corp.s
common stock over the five trading-day period starting the third trading day following the exchange date of
the debentures.

Embedded Derivative Features. The 2.50% Exchangeable Senior Subordinated Debentures have certain embedded
derivative instruments that are required to be separately identified and recorded at fair value with a
mark-to-market adjustment required each quarter. The value of these instruments on issuance of the
debentures was $21.1 million and this amount was recorded as an original issue discount and is being
accreted through interest expense over the period to May 2008. The derivative instruments are recorded at
fair market value in other liabilities. The Company has recorded a gain in connection with the
mark-to-market of these derivative instruments of $4.8 million for the three and six months ended June 30,
2003, respectively.

On May 13, 2003, we used the proceeds from the 6 1/2% Senior Subordinated Notes and 2.50% Exchangeable
Senior Subordinated Debentures, and borrowings under the our senior credit facilities to redeem all of our
$300.0 million in outstanding aggregate principal amount of 8 3/8% Senior Subordinated Notes due 2008. We
incurred a charge of $23.6 million relating to the write-off of unamortized deferred financing costs and
discounts and call premiums in connection with the redemption of the notes in the three months ended June 30,
2003.

8% Senior Notes

We have outstanding $210.0 million in aggregate principal amount of 8% Senior Notes due January 15, 2008.
Interest on these notes accrues at a rate of 8% and is payable semi-annually on January 15 and July 15 of
each year. We may redeem some or all of these notes at any time on or after January 15, 2005. We may also
redeem up to 35% of these notes using the proceeds of certain equity offerings completed before January 15,
2004.

These senior notes are general unsecured obligations and rank equally in right of payment with all our existing
and future senior indebtedness and senior in right of payment to all our existing and future subordinated
indebtedness. Each of our direct and indirect, existing and future, domestic restricted subsidiaries guarantee
the senior notes on a senior basis. The indenture governing the senior notes contains a change of control
provision which states, among other things, that upon a
-28-Table of Contentschange of control the holders of these notes may require
us to purchase all or a portion of their notes at a cash purchase price equal to 101% of the principal amount
thereof plus accrued and unpaid interest, if any, to the date of purchase. In addition, the indenture governing
the senior notes limits, among other things; the incurrence of additional indebtedness and issuance of capital
stock; the payment of dividends on, and redemption of capital stock of certain of our subsidiaries; liens;
mergers, consolidations and sales of all or substantially all of the assets of certain of our subsidiaries;
asset sales; asset swaps; restricted payments and transactions with affiliates.GECC NoteGECC provided debt financing in connection with the formation
of our joint venture with NBC in the form of
an $815.5 million 25-year non-amortizing senior secured note bearing an initial interest rate of 8.0% per
annum. During the last five years, the joint venture has produced cash flows to support the interest
payments and to maintain minimum levels of required working capital reserves. In addition, the joint venture
has made cash distributions to us and to NBC from the excess cash generated by the joint venture of
approximately $19.3 million on average each year during the past three years. Accordingly, we expect that
the interest payments on the GECC note will be serviced solely by the cash flow of the joint venture. The
GECC note is not our obligation, but is recourse to the joint venture, our equity interests therein and to
LIN TV Corp., pursuant to a guarantee. If the joint venture were unable to pay principal or interest on the
GECC note and GECC could not otherwise get its money back from the joint venture, GECC could require LIN TV
Corp. to pay the shortfall of any outstanding amounts under the GECC note. If this happened, we could
experience material adverse consequences, including:
    
    GECC could force LIN TV Corp. to sell the stock of LIN Television held by LIN TV Corp. to satisfy
outstanding amounts under the GECC note;
    
    if more than 50% of the ownership of LIN Television had to be sold to satisfy the GECC Note, it could
cause an acceleration of our senior credit facilities and other outstanding indebtedness; and
    
    if the GECC note is prepaid because of an acceleration on default or otherwise, or if the note is repaid
at maturity, we may incur a substantial tax liability.The joint venture is approximately 80% owned by NBC, and NBC
controls the operations of the stations through
a management contract. Therefore, the operation and profitability of those stations and the likelihood of a
default under the GECC note are primarily within NBCs control.Recently Issued Accounting Pronouncements
In January 2003, the FASB issued FASB Interpretation No. 46 (FIN 46), Consolidation of Variable
Interest Entities, an interpretation of Accounting Research Bulletin No. 51. This Interpretation
clarifies the application of Accounting Research Bulletin No. 51, Consolidated Financial Statements to
certain entities in which equity investors do not have the characteristics of a controlling financial
interest or do not have sufficient equity at risk for the entity to finance its activities without
additional subordinated financial support from other parties. In
accordance with FIN 46, our application of FIN 46 will result in the consolidation of the assets, liabilities and non-controlling interests of Banks Broadcasting, Inc. into our financial statements at their fair value determined at the date that the Interpretation first applies, which for us is December 31, 2003, as it is not practicable for us to determine the carrying amount at such date. The
difference, if any, between the fair value of the newly consolidated assets over the reported amount of any previously held interests and the fair value of newly consolidated liabilities and non-controlling interests shall be recognized as a cumulative effect of an accounting change. Our maximum exposure to loss is limited to
our investment in Banks Broadcasting, Inc. of approximately $12.1 million as of June 30, 2003.



We operate
two television stations under local marketing agreements (LMA agreement). An LMA agreement is a contract between
two separately owned broadcast licensees serving a common television
market where the broadcast licensee (LMA Operator) of
one station contracts with another broadcast licensee (LMA
Licensee) to operate the LMA Licensees broadcast license for
an agreed upon schedule of cash payments. Under the LMA agreement,
the LMA Operator provides substantial portions of the programming for
airing on the LMA Licensees station and sells the advertising
time associated with that programming. The broadcast license of the
LMA station is subject to the ultimate programming and other
controls exercised by the LMA Licensee. The two LMA Licensees, with
which we have LMA agreements, hold the broadcast licenses and we hold
hold options to acquire their broadcast licenses for approximately
$4.3 million. In addition these two LMA Licensees have limited
operating costs associated with the management of those broadcast
licenses.





We
believe that the terms of our LMA and related purchase option
arrangements identify the entities owning the related broadcast
license as Variable Interest Entities (VIE) under
FIN 46. However, the purchase option arrangements do not oblige
us to absorb the entities expected losses if they occur, beyond
the premium paid for such options. We do not believe that these
option premiums are significant in comparison to expected losses over
the life of the broadcast licenses and, therefore, do not identify us
as the party that will absorb a majority of such expected losses.
Based on this assessment, we do not believe that FIN 46 will
require the consolidation of the entities owning the broadcast
licenses. Our maximum exposure to loss is limited to approximately
$1.0 million, which represents the current premium paid in
respect of the purchase options.

On April 30, 2003 the FASB issued FASB Statement No. 149
(SFAS No. 149), Amendment of Statement 133 on
Derivative Instruments and Hedging Activities. SFAS No. 149 amends and clarifies the accounting guidance on
(1) derivative instruments (including certain derivative instruments embedded in other contracts) and (2)
hedging activities that fall within the scope of FASB Statement No. 133 (SFAS No. 133), Accounting for
Derivative Instruments and Hedging Activities. SFAS No. 149 amends SFAS No. 133 and certain other
existing pronouncements, which will result in more consistent reporting of contracts that are derivatives in
their entirety or that contain embedded derivatives that warrant separate accounting. SFAS No. 149 is
effective (1) for contracts entered into or modified after June 30, 2003, with certain exceptions, and (2)
for hedging relationships designated after June 30, 2003. The guidance is to be applied prospectively. The
Company does not believe that SFAS No. 149 will have a significant impact on reported financial position or
results of operations.In May 2003, the FASB issued SFAS No. 150,
Accounting for Certain Financial Instruments with
Characteristics of-29-Table of Contents

both Liabilities and Equity (SFAS 150). This statement addresses financial accounting
and reporting for financial instruments with characteristics of both liabilities and equity and is effective
at the beginning of the first interim period beginning after June 12, 2003. The adoption of the new
standard does not have a significant impact on our results of operations or financial position.

Risks Associated with Business Activities

Our operating results are primarily dependent on advertising revenues and, as a result, we may be more
vulnerable to economic downturns than businesses in other industries.

Our operating results are primarily dependent on advertising revenues. The success of our operations depends
in part upon factors beyond our control, such as:



| |  |  | national and local economic conditions;                                                                                         
| | - |  | --------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | the availability of high profile sporting events, such as the Olympics, the Super Bowl and the NCAA
Mens Basketball Tournament;
|
| |  |  | the relative popularity of the programming on our stations;                                                                     
|
| |  |  | the demographic characteristics of our markets; and                                                                             
|
| |  |  | the activities of our competitors.                                                                                              

Our programming may not attract sufficient targeted viewership or we may not achieve favorable ratings. Our
ratings depend partly upon unpredictable and volatile factors beyond our control, such as viewer
preferences, competing programming and the availability of other entertainment activities. A shift in viewer
preferences could cause our programming not to gain popularity or to decline in popularity, which could
cause our advertising revenues to decline. In addition, we and those that we rely on for programming may not
be able to anticipate and react effectively to shifts in viewer tastes and interests in the markets.

We are dependent to a significant degree on automotive advertising.

Approximately 24% of our total revenues for the six months ended June 30, 2003 and 22%, 21% and 22% for
the years ended December 31, 2002, 2001 and 2000, respectively, consisted of automotive advertising. A
significant decrease in these revenues in the future could materially and adversely affect our results of
operations and cash flows, which could affect our ability to fund operations and service our debt
obligations and affect the value of shares of our common stock.

We have a substantial amount of debt, which could adversely affect our financial condition, liquidity and
results of operations, reduce our operating flexibility and put us at greater risk for default and acceleration
of our debt.

As of June 30, 2003, we had approximately $734.1 million of consolidated indebtedness and approximately
$809.3 million of consolidated stockholders equity. In addition, we may incur additional indebtedness in
the future. Accordingly, we will continue to have significant debt service obligations.

Our large amount of indebtedness could, for example:



| |  |  | require us to use a substantial portion of our cash flow from operations to pay indebtedness and reduce
the availability of our cash flow to fund working capital, capital expenditures, acquisitions and other
general corporate activities;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | limit our ability to obtain additional financing in the future;                                                                                                                                                                              
|
| |  |  | expose us to greater interest rate risk since the interest rates on certain of our borrowings, including
amounts borrowed under our senior credit facilities, vary; and                                                                      
|
| |  |  | impair our ability to successfully withstand a downturn in our business or the economy in general and
place us at a disadvantage relative to our less leveraged competitors.                                                                 

Any of these consequences could have a material adverse effect on our business, liquidity and results of
operations. In
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addition, our debt instruments require us to comply with covenants, including those that
restrict the ability of certain of our subsidiaries to dispose of assets, incur additional indebtedness, pay
dividends, make investments, make acquisitions, engage in mergers or consolidations and make capital
expenditures, that will restrict the manner in which we conduct our business and may impact our operating
results. Our failure to comply with these covenants could result in events of default, which, if not cured
or waived, would permit acceleration of our indebtedness and acceleration of indebtedness under other
instruments that contain cross-acceleration or cross-default provisions. In the past, we have obtained
amendments with respect to compliance with financial ratio tests in our senior credit facilities. Consents
or amendments that may be required in the future may not be available on reasonable terms, if at all.

Each of LIN TV Corp. and LIN Television have a history of net losses and a substantial accumulated deficit.

LIN TV Corp. has had net losses of $11.2 million and $52.1 million, for the three and six months ended June
30, 2003, respectively, and $47.2 million, $61.7 million and $34.2 million for years ended December 31,
2002, 2001 and 2000, respectively, primarily as a result of amortization of intangible assets and debt
service obligations. In addition, as of June 30, 2003, LIN TV Corp. had an accumulated deficit of $256.5
million. LIN TV Corp. may not be able to achieve or maintain profitability.

LIN Television has had net losses of $7.4 million and $8.3 million for the three and six months ended June
30, 2003, respectively, and $751,000, $39.7 million and $17.5 million for the years ended December 31, 2002,
2001 and 2000, respectively, primarily as a result of amortization of intangible assets and debt service
obligations. In addition, as of June 30, 2003, LIN Television had an accumulated deficit of $100.6 million.
LIN Television may not be able to achieve or maintain profitability.

We may not be able to generate sufficient cash flow to meet our debt service obligations, forcing us to
refinance all or a portion of our indebtedness, sell assets or obtain additional financing.

Our ability to make scheduled payments of the principal of, or to pay interest on, or to refinance our
indebtedness, will depend on our future performance, which, to a certain extent, will be subject to
economic, financial, competitive and other factors beyond our control. Our business may not continue to
generate sufficient cash flow from operations in the future to pay our indebtedness or to fund our other
liquidity needs. As a result, we may need to refinance all or a portion of our indebtedness, on or before
maturity, sell assets or obtain additional financing. We may not be able to refinance any of our
indebtedness on commercially reasonable terms, if at all. If we are unable to generate sufficient cash flow
or refinance our indebtedness on commercially reasonable terms, we may have to seek to restructure our
remaining debt obligations, which could have a material adverse effect on the price of our common stock and
the market, if any, for our debt.

We have a material amount of intangible assets, and if we are required to write down intangible assets in future
periods to comply with new accounting standards, it would reduce net income, which in turn could materially and
adversely affect the results of operations and the trading price of LIN TV Corp.s class A common stock.

Approximately $1.7 billion, or 80%, of our total assets as of June 30, 2003, consists of unamortized
intangible assets. Intangible assets principally include broadcast licenses and goodwill. In July 2001,
the FASB issued SFAS No. 142, Goodwill and Other Intangible Assets, which became effective for us on
January 1, 2002. SFAS No. 142 requires, among other things, the discontinuance of the amortization of
goodwill and broadcast licenses, and the introduction of impairment testing in its place. SFAS No. 142 also
required us to complete a transitional goodwill impairment test of our goodwill and broadcast licenses for
impairment. In addition, LIN TV Corp. established a valuation allowance against certain of our deferred tax
assets in the absence of the reversal of taxable temporary differences associated with goodwill and
broadcast licenses amortization. If at any point in the future the value of these intangible assets
decreased, we would be required to incur an impairment charge that could significantly adversely impact our
reported results of operations and stockholders equity. We have used an external appraisal firm to perform
an impairment analysis of our broadcast licenses and goodwill as of December 31, 2002 and based in part on
this analysis, concluded that there was no impairment as of December 31, 2002.

Our strategy includes seeking growth through acquisitions of television stations, which could pose various
risks

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and increase our leverage.

We intend to pursue selective acquisitions of television stations with the goal of improving their operating
performance by applying our managements business and growth strategy. However, we may not be successful in
identifying attractive acquisition targets. Future acquisitions involve inherent risks, such as increasing
leverage and debt service requirements and combining company cultures and facilities that could have a
material adverse effect on our operating results, particularly during the period immediately following any
acquisitions. We may not be able to successfully implement effective cost controls, increase advertising
revenues or increase audience share with respect to any acquired station. In addition, our future
acquisitions may result in our assumption of unexpected liabilities and may result in the diversion of
managements attention from the operation of our business.

In addition, television station acquisitions are subject to the approval of the Federal Communications
Commission and, potentially, other regulatory authorities. The need for Federal Communications Commission
and other regulatory approvals could restrict our ability to consummate future transactions and potentially
require us to divest some television stations if the Federal Communications Commission believes that a
proposed acquisition would result in excessive concentration in a market, even if the proposed combinations
may otherwise comply with Federal Communications Commission ownership limitations.

Broadcast interests of our affiliates, including Hicks, Muse, Tate & Furst Incorporated, may be attributable to
us and may limit our ability to acquire television stations in particular markets, restricting our ability to
execute our growth strategy.

The number of television stations we may acquire in any market is limited by Federal Communications
Commission rules and may vary depending upon whether the interests in other television stations or other
media properties of individuals affiliated with us are attributable to those individuals under Federal
Communications Commission rules. The Federal Communications Commission generally applies its ownership
limits to attributable interests held by an individual, corporation, partnership or other association. The
broadcast or other media interests of our officers, directors and 5% or greater voting stockholders are
generally attributable to us, which may limit our acquisition or ownership of television stations in
particular markets while those officers, directors or stockholders are associated with us. In addition, the
holder of an otherwise nonattributable equity or debt interest in a licensee which is in excess of 33% of
the total debt and equity of the licensee will nonetheless be attributable where the holder is either a
major program supplier to that licensee or the holder has an attributable interest in another broadcast
station, cable system or newspaper in the same market. Affiliates of Hicks, Muse, Tate & Furst Incorporated
currently own 23,579,790 shares of LIN TV class B common stock, which represents 47.2% of LIN TVs capital
stock at June 30, 2003. Pursuant to Federal Communications Commission rules and regulations, non-voting
stock does not generally create an attributable interest. As a result, due to the fact that affiliates of
Hicks, Muse, Tate & Furst only own shares of LIN TV class B common stock, we believe that none of our
stations will be attributed to Hicks, Muse, Tate & Furst and that no stations attributed to Hicks, Muse,
Tate & Furst will be attributed to us. However, if affiliates of Hicks, Muse, Tate & Furst elect to convert
their shares of class B common stock into either class A common stock or class C common stock of LIN TV,
under current Federal Communications Commission rules and regulations, the stations that are attributable to
Hicks, Muse, Tate & Furst would be attributed to us. In addition, the Federal Communications Commission has
stated that it reserves the authority, in an appropriate case, to declare as being attributable an unusual
combination of otherwise nonattributable interests.

Hicks, Muse, Tate & Furst and its affiliates, whose interests may differ from your interests, have approval
rights with respect to significant transactions and could convert their equity interests in LIN TV into a
majority of its voting power, thereby reducing the voting power of other LIN TV shareholders.

Hicks, Muse, Tate & Furst and its affiliates will have the ability to convert shares of LIN TVs nonvoting
class B common stock into class A common stock, subject to the approval of the Federal Communications
Commission. If this occurs, affiliates of Hicks, Muse, Tate & Furst would own approximately 47.2% of our
voting equity interests in LIN TV and will effectively have the ability to elect the entire board of
directors and to approve or disapprove any corporate transaction or other matters submitted to LIN TV
shareholders for approval, including the approval of mergers or other significant corporate transactions.
The interests of Hicks, Muse, Tate & Furst and its affiliates may differ from the interests of LIN TVs
other stockholders and Hicks, Muse, Tate & Furst and its affiliates could take actions or make decisions
that are not in your best interests.

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For example, Hicks, Muse, Tate & Furst is in the business of making significant investments in existing or
newly formed companies and may from time to time acquire and hold controlling or non-controlling interests
in television broadcast assets, such as its existing investment in businesses like Clear Channel
Communications, Inc., that may directly or indirectly compete with LIN TV for advertising revenues. Hicks,
Muse, Tate & Furst and its affiliates may from time to time identify, pursue and consummate acquisitions of
television stations or other broadcast related businesses that may be complementary to LIN TVs business
and therefore such acquisition opportunities may not be available to LIN TV.

In addition, affiliates of Hicks, Muse, Tate & Furst as the holders of LIN TVs class B common stock, have
the right to approve, among other things, the issuance or repurchase of any of LIN TVs securities, the
sale or acquisition of any asset or the incurrence of any indebtedness with a value of 10% or more of the
fair market value of our common equity securities of LIN TVs , the merger or consolidation of LIN TV with
another company or any transaction that is not in the ordinary course of business. Hicks, Muse, Tate &
Furst also has an assignable right, under certain conditions, to acquire the outstanding shares of LIN
TVs class C common stock.

Moreover, Royal W. Carson, III and Randall S. Fojtasek, two of LIN TVs directors, together own all of LIN
TVs class C common stock and therefore possess 70% of LIN TVs combined voting power. Accordingly, Messrs.
Carson and Fojtasek will have the power to elect the entire board of directors of LIN TV and through this
control, to approve or disapprove any corporate transaction or other matter submitted to the LIN TV
stockholders for approval, including the approval of mergers or other significant corporate transactions.
Both of Messrs. Carson and Fojtasek have prior business relations with Hicks, Muse, Tate & Furst. Mr.
Carson is the President of Carson Private Capital Incorporated, an investment firm that sponsors
funds-of-funds and dedicated funds that have invested substantially all of the net capital of these funds
in investment funds sponsored by Hicks, Muse, Tate & Furst or its affiliates. Mr. Carson also serves on an
advisory board representing the interests of limited partners of Hicks, Muse, Tate & Furst Europe Fund,
L.P., which is sponsored by Hicks, Muse, Tate & Furst. Hicks, Muse, Tate & Furst Europe Fund does not have
an investment in us. Until its sale in 1999, Mr. Fojtasek was the Chief Executive Officer of Atrium
Companies, Inc., which was principally owned by Hicks, Muse, Tate & Furst and its affiliates. Affiliates of
Hicks, Muse, Tate & Furst have invested as limited partners in Brazos Investment Partners LLC, a private
equity investment firm of which Mr. Fojtasek is a founding member.

If we are unable to compete effectively, our revenue could decline.

The entertainment industry, and particularly the television industry, is highly competitive and is
undergoing a period of consolidation and significant change. Many of our current and potential competitors
have greater financial, marketing, programming and broadcasting resources than we do. Technological
innovation and the resulting proliferation of television entertainment, such as cable television, wireless
cable, satellite-to-home distribution services, pay-per-view, digital video recorders and home video and
entertainment systems, have fractionalized television viewing audiences and have subjected free over-the-air
television broadcast stations to new types of competition. In addition, as a result of the
Telecommunications Act of 1996, the legislative ban on telephone cable ownership has been repealed and
telephone companies are now permitted to seek Federal Communications Commission approval to provide video
services to homes.

It will be difficult to take us over, which could adversely affect the trading price of our class A common stock.

Affiliates of Hicks Muse effectively determine whether a change of control will occur because of their
rights through their ownership of all of the shares of our class B common stock or through their voting
power, if they convert their shares of class B common stock into class A common stock or class C common
stock. Moreover, provision of Delaware corporate law and our bylaws and certificate of incorporation,
including the 70% voting power rights of our class C common stock held by Messrs. Carson and Fojtasek, make
it more difficult for a third party to acquire control of us, even if a change of control would benefit the
holders of class A common stock. These provisions and controlling ownership by affiliates of Hicks Muse
could also adversely affect the public trading price of our class A common stock.

The loss of network affiliation agreements could materially and adversely affect our results of operations.

The non-renewal or termination of a network affiliation agreement could have a material adverse effect on
us. Each of the networks generally provides our affiliated stations with up to 22 hours of prime time
programming per week. In return, our stations broadcast network-inserted commercials during that
programming and often receive cash payments

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from networks, although in some circumstances, we make cash payments to networks.

In addition, some of our network affiliation agreements are subject to earlier termination by the networks
under specified circumstances, including as a result of a change of control of our affiliated stations,
which ould generally result upon the acquisition of 50% of our voting power. In the event that affiliates
of Hicks, Muse, Tate & Furst elect to convert the shares of LIN TV class B common stock held by them into shares of either class A common stock or class C common stock, such conversion may result in Hicks, Muse,
Tate & Furst and its affiliates acquiring more than 50% of LIN TVs voting power and, thus, result in a
change of control of our stations with network affiliation agreements. Some of the networks with which our
stations are affiliated have required other broadcast groups, upon renewal of affiliation agreements, to
reduce or eliminate network affiliation compensation and, in specific cases, to make cash payments to the
network, and to accept other material modifications of existing affiliation agreements. Consequently, our
affiliation agreements may not all remain in place and each network may not continue to provide
programming or compensation to affiliates on the same basis as it currently provides programming or
compensation. If this occurs, we would need to find alternative sources of programming, which may be less
attractive and more expensive. We are currently in negotiations with FOX regarding affiliation agreements
with their networks.

The General Electric Capital Corporation note could result in significant liabilities and could trigger a change
of control under our existing indebtedness, causing our indebtedness to become immediately due and payable.

General Electric Capital Corporation, or GECC, provided debt financing for a joint venture between us and
NBC, a sister corporation of GECC, in the form of an $815.5 million, non-amortizing senior secured note due
2023. In the event that such note is not extended or otherwise refinanced when the note matures in 2023, we
expect that, assuming current federal marginal tax rates remain in effect; our tax liability related to the
joint venture transaction will be approximately $255.0 million. The formation of the joint venture was
intended to be tax-free to us. However, any early repayment of the note will accelerate this tax liability,
which could have a material adverse effect on us. In addition, if an event of default occurs under the note,
and GECC is unable to collect all amounts owed to it after exhausting all commercially reasonable remedies
against the joint venture, including during the pendency of any bankruptcy involving the joint venture, GECC
may proceed against LIN TV to collect any deficiency, including by foreclosing on our stock and other LIN
TV subsidiaries, which could trigger the change of control provisions under our existing indebtedness.

Annual cash interest payments on the note are approximately $66.2 million. There are no scheduled payments
of principal due prior to 2023, the stated maturity of the note. The obligations under the note were
assumed by the joint venture, and the proceeds of the note were used to finance a portion of the cost of
Hicks, Muse, Tate & Fursts acquisition of us. The note is not our obligation nor the obligation of any of
LIN TVs subsidiaries and is recourse only to the joint venture, our equity interest in the joint venture
and, after exhausting all remedies against the assets of the joint venture and other equity interest in
the joint venture, to LIN TV pursuant to a guarantee. An event of default under the note will occur if
the joint venture fails to make any scheduled payment of interest, within 90 days of the date due and
payable, or principal of the note on the maturity date. The joint venture has established a cash reserve
of $15.0 million for the purpose of making interest payments on the note when due. Both NBC and LIN TV
have the right to make a shortfall loan to the joint venture to cover any interest payment. However, if
the joint venture fails to pay principal or interest on the note, and neither NBC nor LIN TV make a
shortfall loan to cover the interest payment, an event of default would occur under the note and GECC
could accelerate the maturity of the entire amount due under the note. Other than the acceleration of the
principal amount of the note upon an event of default, prepayment of the principal of the note is
prohibited prior to its stated maturity.

Risks Related to Our Industry

Any potential hostilities or terrorist attacks may affect our revenues and results of operations.

During each of the three month periods ended March 31, 2003 and June 30, 2003, we experienced a loss of
advertising revenue and incurred additional broadcasting expenses due to the initiation of military action. The military action has disrupted our television stations regularly scheduled programming and some
of our clients have rescheduled or delayed advertising campaigns to avoid being associated with war
coverage. We expect that if the United States of America engages in other foreign hostilities or there is
a terrorist attack against the United States of America, we may lose

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additional advertising revenue and
incur increased broadcasting expenses due to further pre-emption, delay or cancellation of advertising
campaigns and the increased costs of providing coverage of such events. We cannot predict the extent and
duration of the current, or any future, disruption to our programming schedule, the amount of advertising
revenue that would be lost or delayed or the amount by which our broadcasting expenses would increase as a
result. The loss of revenue and increased expenses has negatively affected, and could continue to
negatively affect, our results of operations.

Our industry is subject to significant syndicated and other programming costs, and increased programming costs
could adversely affect our operating results.

Our industry is subject to significant syndicated and other programming costs. We may be exposed in the
future to increased programming costs which may adversely affect our operating results. We often acquire
program rights two or three years in advance, making it difficult for us to accurately predict how a program
will perform. In some instances, we may have to replace programs before their costs have been fully
amortized, resulting in write-offs that increase station operating costs.

Recently-enacted campaign finance legislation and pending election law reform proposals may substantially limit
political advertising, upon which we heavily rely.

Recently-enacted campaign finance legislation restricts spending by candidates, political parties,
independent groups and others on political advertising and imposes significant reporting and other burdens
on political advertising. The legislation became effective in November 2002 On May 2, 2003 a substantial part
of the legislation was found by a special three judge federal district court to be unconstitutional. The
legislation and the courts ruling remain subject to further review in the United States Supreme Court. It is
not certain at this time precisely what will be the impact on our business of the portion of the act left
standing by the lower court, but it could decrease the amount of advertising spent on television in
connection with political campaigns. Moreover, if the Supreme Court reversed the lower court and upheld the
currently invalidated provisions of the legislation, the adverse impact on political advertising purchases
would likely increase.

Changes in Federal Communications Commission ownership rules through Commission action, judicial review or
federal legislation may limit our ability to continue operating stations under local marketing agreements, may
prevent us from obtaining ownership of the stations we currently operate under local marketing agreements and/or
may preclude us from obtaining the full economic value of one or more of our two-station operations upon a sale,
merger or other similar transaction transferring ownership of such station or stations.

Federal Communications Commission ownership rules currently impose significant limitations on the
ability of broadcast licensees to have attributable interests in multiple media properties. These
restrictions include a rule prohibiting one company from owning broadcast television stations with
service areas encompassing more than an aggregate 35% share of national television households. The
restrictions also include a variety of local limits on media ownership. The restrictions include an
ownership limit of one television station in medium and smaller markets and two stations in larger
markets, known as the television duopoly rule. The regulations also include a prohibition on the
common ownership of a newspaper and television station in the same market (newspaper-television
cross-ownership), limits on common ownership of radio and television stations in the same market
(radio-television station ownership) and limits on radio ownership of four to eight radio
stations in a local market.

In two recent decisions, the United States Court of Appeals for the District of Columbia Circuit
found three of the Federal Communications Commissions decisions with respect to three of its
ownership rules, including the 35% national television ownership cap, the television duopoly rule
and a prohibition on ownership of television broadcast stations and cable systems in the same market
to be arbitrary and capricious. The court vacated the cable-television cross-ownership rule and
remanded the national cap and television duopoly rule to the Commission for further action. On June
2, 2003, the Commission voted substantially to amend many of its ownership rules. The Commission
raised the national television ownership limit from 35% to 45%. The television duopoly rule was
relaxed to permit ownership of up to three stations in certain large markets and two stations in
many mid-sized markets, provided that no more than one of the co-owned stations can be among the top
four in audience share in the market. In addition, the newspaper-television cross-ownership
prohibition was restricted to smaller markets (those with fewer than four television stations). A
new local cross-ownership regulation was adopted which precludes ownership of certain combinations
of television and radio

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stations and newspapers in markets with fewer than nine television
stations.

With respect to the television duopoly rule, the Commission declared that it would grant waivers of the top-four
restriction under certain circumstances. It also held that two-station combinations which were not in conformance
with the amended rule, e.g., both stations were among the top four stations in the local markets in audience share,
would not have to be divested. However, the Commission also determined that a non-conforming combination could not
be transferred jointly either as a separate asset or through the transfer of control of the licensee, except by
obtaining a waiver of the rule upon each transfer or by sale to certain eligible small business entities. The
Commission also determined that it would continue to grandfather local marketing agreements entered into prior to
November 5, 1996, such as our local marketing agreements in Austin, Texas, and Providence, Rhode Island, until the
conclusion of a further ownership review rulemaking to be initiated in 2004, which would address the question of
whether and under what circumstances the agreements would be permitted to continue.

The amended rules are to become effective in the next few weeks. The rules are likely to be subject to requests for
reconsideration and judicial review and additional requests that their effectiveness be stayed or suspended pending
resolution of the requests for reconsideration and court appeals. Requests for stay are rarely granted. In
addition, several bills are pending in the United States Senate and House of Representatives which would restore one
or more of the earlier rules and/or suspend implementation of one or more of the amended rules.

We are unable to predict the outcome of these regulatory, judicial or legislative proceedings. Should the new rules
become effective, attractive opportunities may arise for additional television station and other media acquisitions.
But these changes also create additional competition for us from other entities, such as national broadcast
networks, large station groups, newspaper chains and cable operators who may be better positioned to take advantage
of such changes and benefit from the resulting operating synergies both nationally and in specific markets.

Should the new television duopoly rule become effective, we may be able to acquire the ownership of one or both of
the stations in Austin, Texas, and Providence, Rhode Island, which we currently operate under local marketing
agreements and which are subject to purchase option agreements entered into by our subsidiaries. Any such
acquisition would be subject to the amended duopoly rules restriction on ownership of more than one top-four
station in a market. Should we have to seek a waiver of the new rule in either case because the second station is
among the top four in audience share, there is no assurance that we will be successful in obtaining it. Should a
waiver be required and obtained, or should we succeed in elevating to top-four audience status the second station in
any of the other markets in which we currently have two stations, we will be unable to transfer that two-station
combination, either through an asset transfer or a transfer of control of us (or the applicable licensee
subsidiary), without grant of another waiver or sale to an eligible small business entity. Moreover, should we be
unable to obtain a waiver, there is no assurance that the grandfathering of our local marketing agreements will be
permitted beyond the conclusion of the 2004 rulemaking. In 2002, we had net revenues of $18.9 million, or 5.4%, or
our total net revenues, attributable to those local marketing agreements.

Changes in technology may impact our long-term success and ability to compete.

The Federal Communications Commission has adopted rules for implementing advanced television, commonly referred to as
digital television, in the United States of America. Our conversion to digital television requires additional capital
expenditures, which we anticipate will be approximately $4.5 million in 2003, and operating costs. Implementation of
digital television will improve the technical quality of over-the-air broadcast television. It is possible, however, that
conversion to digital operations may reduce a stations geographical coverage area. We believe that digital television is
essential to our long-term viability and the broadcast industry, but we cannot predict the precise effect digital
television might have on our business. The Federal Communications Commission has levied fees on broadcasters with respect
to non-broadcast uses of digital channels, including data transmissions or subscriber services. Further advances in
technology may also increase competition for household audiences and advertisers. We are unable to predict the effect that
technological changes will have on the broadcast television industry or the future results our operations.

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Item 6. Exhibits and Reports on Form 8-K

Exhibits:




3.1 Restated Certificate of
Incorporation of LIN Television Corporation (filed as
Exhibit 3.1 to the Quarterly Report on Form 10-Q
of LIN TV Corp. and LIN Television Corporation for the fiscal quarter
ended June 30, 2003 filed with the SEC on August 5, 2003
(File No. 000-25206) and incorporated by reference herein).







3.2 Amended and Restated Bylaws of LIN TV Corp. (filed as Exhibit 3.2 to the Registration Statement of Form S-1 of LIN TV Corp.
(Registration No. 333-83068) and incorporated by reference
herein).







4.1 Supplemental Indenture, dated as of May 12, 2003, among the Guaranteeing Subsidiaries (as defined therein), LIN Television
Corporation and The Bank of New York, relating to the 8% Senior Notes
due 2008 (filed as
Exhibit 4.1 to the Quarterly Report on Form 10-Q
of LIN TV Corp. and LIN Television Corporation for the fiscal quarter
ended June 30, 2003 filed with the SEC on August 5, 2003
(File No. 000-25206) and incorporated by reference herein).







4.2 Indenture, dated as of May 12, 2003, among LIN Television Corporation, as Issuer, the Guarantors named therein and The Bank
of New York, as Trustee, for the 61/2% Senior Subordinated Notes due 2013 (filed as Exhibit 4.1 to the Current Report on Form
8-K of LIN TV Corp. and LIN Television Corporation filed with the SEC on May 14, 2003. (File No. 000-25206) and incorporated by
reference herein).







4.3 Exchange and Registration Rights Agreement, dated as of May 12, 2003, among LIN Television Corporation, LIN TV Corp., the
Guarantors (as defined therein) and J.P. Morgan Securities Inc., for itself and on behalf of the several Initial Purchasers
named on Schedule I thereto, relating to the 61/2% Senior
Subordinated Notes due 2013 (filed as
Exhibit 4.3 to the Quarterly Report on Form 10-Q
of LIN TV Corp. and LIN Television Corporation for the fiscal quarter
ended June 30, 2003 filed with the SEC on August 5, 2003
(File No. 000-25206) and incorporated by reference herein).







4.4 Indenture, dated as of May 12, 2003, among LIN Television Corporation, as Issuer, the Guarantors named therein and The Bank
of New York, as Trustee, for the 2.50% Exchangeable Senior Subordinated Debentures due 2033 (filed as Exhibit 4.2 to the Current
Report on Form 8-K of LIN TV Corp. and LIN Television Corporation filed with the SEC on May 14, 2003 (File No. 000-25206) and
incorporated by reference herein).







4.5 Registration Rights Agreement among LIN Television Corporation, the Guarantors named therein, and Deutche Bank Securities,
Inc., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Bear, Stearns & Co., Inc., Fleet Securities, Inc. and
Scotia Capital (USA) Inc. dated May 12, 2003 (filed as
Exhibit 4.5 to the Quarterly Report on Form 10-Q
of LIN TV Corp. and LIN Television Corporation for the fiscal quarter
ended June 30, 2003 filed with the SEC on August 5, 2003
(File No. 000-25206) and incorporated by reference herein).







4.6 Guarantee, dated as of May 7, 2003, made by LIN TV Corp. in favor of JPMorgan Chase Bank, as Administrative Agent, relating
to the Amended and Restated Credit Agreement dated as of
February 7, 2003 (filed as
Exhibit 4.6 to the Quarterly Report on Form 10-Q
of LIN TV Corp. and LIN Television Corporation for the fiscal quarter
ended June 30, 2003 filed with the SEC on August 5, 2003
(File No. 000-25206) and incorporated by reference herein).




31.1 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Chief Executive Officer of LIN TV Corp.

31.2 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Vice President and Controller of LIN TV Corp.




31.3 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a)
of the Vice President of Corporate Development and
Treasurer of LIN TV Corp.




31.4 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Vice President of Finance of LIN TV Corp.

31.5 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Chief Executive Officer of LIN Television Corporation.

31.6 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Vice President and Controller of LIN Television
Corporation.




31.7 Certification pursuant to Rule 13a-14(a) or
Rule 15d-14(a) of the Vice President of Corporate Development and
Treasurer of LIN Television Corporation.




31.8 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Vice President of Finance of LIN Television Corporation.




32.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of the Chief Executive Office and Offices of the
Chief Financial Officer of LIN TV Corp., dated November 12, 2003.







32.2 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of the Chief Executive Office and Offices of the
Chief Financial Officer of LIN Television Corporation, dated
November 12, 2003.




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99.1 Amendment to Severance
Compensation Agreement dated October 1, 1999 between LIN
Television Corporation and Gary R. Chapman (filed as
Exhibit 99.1 to the Quarterly Report on Form 10-Q of LIN TV
Corp. and LIN Television Corporation for the fiscal quarter ended
June 30, 2003 filed with the SEC in August 5, 2003 (File
No. 000-25206) and incorporated by reference herein).







99.2 Amendment to Severance
Compensation Agreement dated October 1, 1999 between LIN Television Corporation and Paul Karpowicz (filed as
Exhibit 99.2 to the Quarterly Report on Form 10-Q of LIN TV
Corp. and LIN Television Corporation for the fiscal quarter ended
June 30, 2003 filed with the SEC in August 5, 2003 (File
No. 000-25206) and incorporated by reference herein).







99.3 Amendment to Severance
Compensation Agreement dated October 1, 1999 between LIN Television Corporation and Peter Maloney (filed as
Exhibit 99.3 to the Quarterly Report on Form 10-Q of LIN TV
Corp. and LIN Television Corporation for the fiscal quarter ended
June 30, 2003 filed with the SEC in August 5, 2003 (File
No. 000-25206) and incorporated by reference herein).







99.4 Amendment to Severance
Compensation Agreement dated October 1, 1999 between LIN Television Corporation and Gregory Schmidt (filed as
Exhibit 99.4 to the Quarterly Report on Form 10-Q of LIN TV
Corp. and LIN Television Corporation for the fiscal quarter ended
June 30, 2003 filed with the SEC in August 5, 2003 (File
No. 000-25206) and incorporated by reference herein).







99.5 Amendment to Severance
Compensation Agreement dated October 1, 1999 between LIN Television Corporation and Deborah R.
Jacobson (filed as
Exhibit 99.5 to the Quarterly Report on Form 10-Q of LIN TV
Corp. and LIN Television Corporation for the fiscal quarter ended
June 30, 2003 filed with the SEC in August 5, 2003 (File
No. 000-25206) and incorporated by reference herein).










Reports on Form 8-K

On April 30, 2003, LIN TV Corp. and LIN Television Corporation furnished a Current Report on Form 8-K dated April 29, 2003
in connection with the announcement of the Companys financial results for the quarter ended March 31, 2003.

On May 5, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated May 5, 2003 in
connection with the announcement that LIN Television planned to issue, pursuant to Rule 144A and Regulation S of the
Securities Act of 1933, as amended, $200.0 million Senior Subordinated Notes due 2013 and up to $125.0 million Exchangeable
Senior Subordinated Debentures due 2033.

On May 6, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated May 5, 2003 in
connection with the announcement that LIN Television has entered into an agreement to sell $200.0 million aggregate
principal amount of its 6 1/2% Senior Subordinated Notes due 2013 and up to $125.0 million aggregate principal amount of
its 2.50% Exchangeable Senior Subordinated Debentures due 2033.

On May 14, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated May 12, 2003 in
connection with the announcement that LIN Television has completed its sale of $200.0 million aggregate principal amount of
its 6 1/2% Senior Subordinated Notes due 2013 and $100.0 million aggregate principal amount of its 2.50% Exchangeable
Senior Subordinated Debentures due 2033 in previously announced private placements and that LIN Television also initiated a
call for redemption of all of its $300.0 million outstanding aggregate principal amount of 8 3/8% Senior Subordinated Notes
due 2008.

On May 16, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated May 16, 2003 in
connection with the announcement that LIN Television has completed its sale of an additional $25.0 million aggregate principal
amount of its 2.50% Exchangeable Senior Subordinated Debentures due 2033 in previously announced private placement

On June 5, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated June 4, 2003 in
connection with the announcement of its press release providing financial guidance information for its quarter ending June 30,
2003.

On June 12, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated June 11, 2003 in
connection with the announcement that several of its senior executives have established separate structured diversification
plans to sell a limited portion of their LIN TV stock holdings pursuant to Rule 10b5-1.

On June 17, 2003, LIN TV Corp. and LIN Television Corporation filed a Current Report on Form 8-K dated June 13, 2003 in
connection with the announcement that it has completed the previously
announced sale of certain broadcast licenses and
operating assets to Mission Broadcasting, Inc..

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SIGNATURES

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

|                         |  |                                                                                   
|------------------------ |  | ----------------------------------------------------------------------------------
|                         |  | LIN TV CORP.
LIN TELEVISION CORPORATION                                           
|                         |  |                                                                                   
|                        
|Dated: November 12, 2003 |  | By: /s/ William A. Cunningham                                                     
|                        
|                         |  |                                                                                   
|                         |  | William A. Cunningham
Vice President and Controller
(Principal Accounting Officer)

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Item 1. Financial Statements

|                           |                                                      |  |  |    | 
|-------------------------- | ---------------------------------------------------- |  |  | -- | 
|LIN Television Corporation |                                                      |  |  |   
|                           | Condensed Consolidated Balance Sheets                |  |  | 41 | 
|                           | Condensed Consolidated Statements of Operations      |  |  | 42 | 
|                           | Condensed Consolidated Statements of Cash Flows      |  |  | 43 | 
|                           | Notes to Condensed Consolidated Financial Statements |  |  | 44 | 

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LIN TELEVISION CORPORATION
Condensed Consolidated Balance Sheets
(In thousands, except share data)

|                                                                                         |                           |                            |                                            |         |             |           |              |         |           |           | 
|---------------------------------------------------------------------------------------- | ------------------------- | -------------------------- | ------------------------------------------ | ------- | ----------- | --------- | ------------ | ------- | --------- | --------- | 
|                                                                                         |                           |                            |                                            |         | June 30,    |           | December 31,
|                                                                                         |                           |                            |                                            |         | 2003        |           | 2002        
|                                                                                         |                           |                            |                                            |         |             |           |             
|                                                                                         |                           |                            |                                            |         | (unaudited) |           |              |         |          
|ASSETS                                                                                   |                           |                            |                                            |         |             |           |              |        
|Current assets:                                                                          |                           |                            |                                            |         |             |           |              |        
|Cash and cash equivalents                                                                |                           | $                          | 21,625                                     |         |             | $         | 143,860      |        
|Available for sale securities                                                            |                           |                            |                                           |         |             |           | 23,674       |        
|Accounts receivable, less allowance for doubtful accounts
(2003 - $2,231; 2002 - $2,709) |                           |                            | 66,595                                     |         |             |           | 71,336       |        
|Program rights                                                                           |                           |                            | 9,392                                      |         |             |           | 14,515       |        
|Assets held for sale                                                                     |                           |                            |                                           |         |             |           | 10,606       |        
|Other current assets                                                                     |                           |                            | 3,385                                      |         |             |           | 1,631        |        
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         | Total current assets      |                            |                                            | 100,997 |             |           |              | 265,622 |          
|Property and equipment, net                                                              |                           |                            | 201,303                                    |         |             |           | 208,072      |        
|Deferred financing costs                                                                 |                           |                            | 15,217                                     |         |             |           | 18,316       |        
|Equity investments                                                                       |                           |                            | 82,511                                     |         |             |           | 84,368       |        
|Program rights                                                                           |                           |                            | 8,865                                      |         |             |           | 8,953        |        
|Goodwill                                                                                 |                           |                            | 586,552                                    |         |             |           | 586,592      |        
|Broadcast licenses                                                                       |                           |                            | 1,106,553                                  |         |             |           | 1,106,553    |        
|Other intangible assets, net                                                             |                           |                            | 929                                        |         |             |           | 1,480        |        
|Other assets                                                                             |                           |                            | 15,338                                     |         |             |           | 13,074       |        
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         |                           |                            | Total Assets                               |         | $           | 2,118,265 |              |         | $         | 2,293,030 | 
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|LIABILITIES AND STOCKHOLDERS EQUITY                                                     |                           |                            |                                            |         |             |           |              |        
|Current liabilities:                                                                     |                           |                            |                                            |         |             |           |              |        
|Current portion of long-term debt                                                        |                           | $                          | 7,000                                      |         |             | $         |             |        
|Accounts payable                                                                         |                           |                            | 7,617                                      |         |             |           | 11,665       |        
|Accrued income taxes                                                                     |                           |                            | 12,057                                     |         |             |           | 14,022       |        
|Accrued interest expense                                                                 |                           |                            | 10,468                                     |         |             |           | 16,236       |        
|Accrued sales volume discount                                                            |                           |                            | 2,537                                      |         |             |           | 5,415        |        
|Other accrued expenses                                                                   |                           |                            | 16,107                                     |         |             |           | 22,303       |        
|Liabilities held for sale                                                                |                           |                            |                                           |         |             |           | 139          |        
|Program obligations                                                                      |                           |                            | 12,533                                     |         |             |           | 15,683       |        
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         | Total current liabilities |                            |                                            | 68,319  |             |           |              | 85,463  |          
|Long-term debt, excluding current portion                                                |                           |                            | 727,058                                    |         |             |           | 503,640      |        
|Deferred income taxes, net                                                               |                           |                            | 491,138                                    |         |             |           | 494,440      |        
|Program obligations                                                                      |                           |                            | 8,756                                      |         |             |           | 8,381        |        
|Other liabilities                                                                        |                           |                            | 30,694                                     |         |             |           | 12,131       |        
|Holdings tax sharing obligations                                                         |                           |                            | 8,364                                      |         |             |           | 8,364        |        
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         |                           | Total liabilities          |                                            |         | 1,334,329   |           |              |         | 1,112,419 |          
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|Contingencies (Note 9)                                                                   |                           |                            |                                            |         |             |           |              |        
|Stockholders equity:                                                                    |                           |                            |                                            |         |             |           |              |        
|Common stock, $0.01 par value: 1,000 shares authorized,
issued and outstanding           |                           |                            |                                           |         |             |           |             |        
|Additional paid-in capital                                                               |                           |                            | 884,583                                    |         |             |           | 1,272,913    |        
|Accumulated deficit                                                                      |                           |                            | (100,648                                   | )       |             |           | (92,302      | )      
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         |                           | Total stockholders equity |                                            |         | 783,935     |           |              |         | 1,180,611 |          
|                                                                                         |                           |                            |                                            |         |             |           |              |        
|                                                                                         |                           |                            | Total liabilities and stockholders equity |         | $           | 2,118,264 |              |         | $         | 2,293,030 | 
|                                                                                         |                           |                            |                                            |         |             |           |              |        

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN TELEVISION CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands)

|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |      |        |   | 
|------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------ | --- | --------------------------- | - | ------------------------- | ---- | ------ | - | ------- | --- | ------ | - | ------- | ---- | ------ | - | 
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     | Three Months Ended June 30, |   | Six Months Ended June 30,
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                          
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     | 2003                        |   | 2002                      |      | 2003   |   | 2002   
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |        
|Net revenues                                                                                                                               |                                                                       | $                                                                                                                                                                                                                                            | 91,078 |     |                             | $ | 89,168                    |      |        | $ | 166,332 |     |        | $ | 151,691 |     
|Operating costs and expenses:                                                                                                              |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|                                                                                                                                           |                                                                       | Direct
operating (excluding depreciation of $7.8 million and
$6.8 million for the three months ended June 30, 2003 and
2002, respectively and $15.7 million and $12.6 million for
the six months ended June 30, 2003 and 2002, respectively) |        |     | 25,260                      |   |                           |      | 23,347 |   |         |     | 49,990 |   |         |      | 43,304 |  
|                                                                                                                                           |                                                                       | Selling, general and administrative                                                                                                                                                                                                          |        |     | 23,187                      |   |                           |      | 20,590 |   |         |     | 44,600 |   |         |      | 36,454 |  
|                                                                                                                                           |                                                                       | Amortization of program rights                                                                                                                                                                                                               |        |     | 5,431                       |   |                           |      | 5,452  |   |         |     | 10,705 |   |         |      | 10,134 |  
|                                                                                                                                           |                                                                       | Corporate                                                                                                                                                                                                                                    |        |     | 4,182                       |   |                           |      | 2,290  |   |         |     | 8,102  |   |         |      | 4,418  |  
|                                                                                                                                           |                                                                       | Restructuring charge                                                                                                                                                                                                                         |        |     | 102                         |   |                           |      |       |   |         |     | 102    |   |         |      |       |  
|                                                                                                                                           |                                                                       | Depreciation and amortization of intangible assets                                                                                                                                                                                           |        |     | 8,087                       |   |                           |      | 7,004  |   |         |     | 16,241 |   |         |      | 12,726 |  
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Total
operating costs and expenses                                                                                                         |                                                                       |                                                                                                                                                                                                                                              | 66,249 |     |                             |   | 58,683                    |      |        |   | 129,740 |     |        |   | 107,036 |     
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Operating income                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              | 24,829 |     |                             |   | 30,485                    |      |        |   | 36,592  |     |        |   | 44,655  |     
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Other (income) expense:                                                                                                                    |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|                                                                                                                                           |                                                                       | Interest expense                                                                                                                                                                                                                             |        |     | 15,233                      |   |                           |      | 12,383 |   |         |     | 28,664 |   |         |      | 27,741 |  
|                                                                                                                                           |                                                                       | Investment income                                                                                                                                                                                                                            |        |     | (370                        | ) |                           |      | (459   | ) |         |     | (750   | ) |         |      | (1,522 | )
|                                                                                                                                           |                                                                       | Share of income in equity investments                                                                                                                                                                                                        |        |     | (1,689                      | ) |                           |      | (2,639 | ) |         |     | (1,404 | ) |         |      | (4,054 | )
|                                                                                                                                           |                                                                       | Loss on disposition of property and equipment                                                                                                                                                                                                |        |     | 968                         |   |                           |      | (77    | ) |         |     | 948    |   |         |      | (122   | )
|                                                                                                                                           |                                                                       | Gain on derivative instruments                                                                                                                                                                                                               |        |     | (4,760                      | ) |                           |      | (1,038 | ) |         |     | (4,760 | ) |         |      | (2,182 | )
|                                                                                                                                           |                                                                       | Gain on redemption of investment in Southwest Sports Group                                                                                                                                                                                   |        |     |                            |   |                           |      | (3,819 | ) |         |     |       |   |         |      | (3,819 | )
|                                                                                                                                           |                                                                       | Fee on termination of Hicks Muse agreements                                                                                                                                                                                                  |        |     |                            |   |                           |      | 16,000 |   |         |     |       |   |         |      | 16,000 |  
|                                                                                                                                           |                                                                       | Loss on impairment of investment                                                                                                                                                                                                             |        |     | 250                         |   |                           |      | 2,750  |   |         |     | 250    |   |         |      | 2,750  |  
|                                                                                                                                           |                                                                       | Loss on early extinguishment of debt                                                                                                                                                                                                         |        |     | 23,580                      |   |                           |      | 2,457  |   |         |     | 23,580 |   |         |      | 2,457  |  
|                                                                                                                                           |                                                                       | Other, net                                                                                                                                                                                                                                   |        |     | (436                        | ) |                           |      | 27     |   |         |     | (365   | ) |         |      | (3     | )
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Total other expense, net                                                                                                                   |                                                                       |                                                                                                                                                                                                                                              | 32,776 |     |                             |   | 25,585                    |      |        |   | 46,163  |     |        |   | 37,246  |     
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|(Loss)
Income from continuing operations before (benefit
from) provision for taxes and cumulative effect of change in accounting principle |                                                                       |                                                                                                                                                                                                                                              | (7,947 | )   |                             |   | 4,900                     |      |        |   | (9,571  | )   |        |   | 7,409   |     
|(Benefit from) provision for income taxes                                                                                                  |                                                                       |                                                                                                                                                                                                                                              | (623   | )   |                             |   | 3,387                     |      |        |   | (1,341  | )   |        |   | 4,406   |     
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Discontinued operations:                                                                                                                   |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|(Loss) income from continuing operations before cumulative                                                                                 |                                                                       |                                                                                                                                                                                                                                              | (7,324 | )   |                             |   | 1,513                     |      |        |   | (8,230  | )   |        |   | 3,003   |     
|                                                                                                                                           | Income
from discontinued operations, net of tax provision of $122     |                                                                                                                                                                                                                                              |        |    |                             |   |                           | (227 | )      |   |         |    |        |   |         | (227 | )     
|                                                                                                                                           | Loss from sale of discontinued operations, net of tax provision of $0 |                                                                                                                                                                                                                                              |        | 116 |                             |   |                           |     |        |   |         | 116 |        |   |         |     |       
|Cumulative effect of change in accounting principle,
net of tax benefit of $16,525                                                         |                                                                       |                                                                                                                                                                                                                                              |       |     |                             |   |                          |      |        |   |        |     |        |   | 30,689  |     
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     
|Net (loss) income                                                                                                                          |                                                                       |                                                                                                                                                                                                                                              | (7,440 | )   |                             |   | 1,740                     |      |        |   | (8,346  | )   |        |   | (27,459 | )   
|                                                                                                                                           |                                                                       |                                                                                                                                                                                                                                              |        |     |                             |   |                           |      |        |   |         |     |        |   |         |     

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN TELEVISION CORPORATION
Condensed Consolidated Statements of Cash Flows
(unaudited)
(In thousands)

|                                                                                                          |  |                           |          |      |  |   |          |  
|--------------------------------------------------------------------------------------------------------- |  | ------------------------- | -------- | ---- |  | - | -------- | -
|                                                                                                          |  | Six Months Ended June 30,
|                                                                                                          |  |                          
|                                                                                                          |  | 2003                      |          | 2002
|                                                                                                          |  |                           |          |     
|Net
cash provided by operating activities                                                                 |  | $                         | 12,126   |      |  | $ | 9,926    |  
|                                                                                                         
|INVESTING ACTIVITIES:                                                                                     |  |                           |          |      |  |   |          |  
|Capital expenditures                                                                                      |  |                           | (10,187  | )    |  |   | (18,392  | )
|Proceeds from disposals of property and equipment                                                         |  |                           | 31       |      |  |   |         |  
|Proceeds from sale of broadcast licenses and related
operating assets                                     |  |                           | 10,000   |      |  |   | 2,500    |  
|Investment in Banks Broadcasting, Inc.                                                                    |  |                           |         |      |  |   | (1,100   | )
|Cash and cash equivalents acquired through merger with
Sunrise Television
and contributed by LIN TV Corp. |  |                           |         |      |  |   | 6,864    |  
|Capital distributions from equity investments                                                             |  |                           | 3,260    |      |  |   | 611      |  
|Payments for business combinations                                                                        |  |                           |         |      |  |   | (10,608  | )
|Proceeds from redemption of Southwest Sports Group
preferred units                                        |  |                           |         |      |  |   | 60,819   |  
|Other investments and deposits                                                                            |  |                           |         |      |  |   | 4,500    |  
|Proceeds from liquidation of short-term investments                                                       |  |                           | 23,691   |      |  |   |         |  
|                                                                                                          |  |                           |          |      |  |   |          |  
|Net cash provided by investing activities                                                                 |  |                           | 26,795   |      |  |   | 45,194   |  
|                                                                                                          |  |                           |          |      |  |   |          |  
|FINANCING ACTIVITIES:                                                                                     |  |                           |          |      |  |   |          |  
|Net proceeds on exercises of employee stock options                                                       |  |                           | 1,223    |      |  |   | 430      |  
|Redemption of Sunrise Television preferred stock                                                          |  |                           |         |      |  |   | (10,829  | )
|Capital contribution from LIN TV Corp. of net proceeds
from initial public offering                       |  |                           |         |      |  |   | 399,853  |  
|Proceeds from long-term debt                                                                              |  |                           | 500,000  |      |  |   |         |  
|Financing costs associated with proceeds from long-term
debt                                              |  |                           | (9,798   | )    |  |   |         |  
|Net
proceeds (payments) from revolver debt                                                                |  |                           | 50,000   |      |  |   | (10,000  | )
|Principal payments on long-term debt                                                                      |  |                           | (300,000 | )    |  |   | (304,925 | )
|Cash expenses associated with early extinguishment of
debt                                                |  |                           | (12,564  | )    |  |   |         |  
|Distribution to parent company                                                                            |  |                           | (390,018 | )    |  |   |         |  
|                                                                                                          |  |                           |          |      |  |   |          |  
|Net cash (used in) provided by financing activities                                                       |  |                           | (161,157 | )    |  |   | 74,529   |  
|                                                                                                          |  |                           |          |      |  |   |          |  
|Net (decrease) increase in cash and cash equivalents                                                      |  |                           | (122,236 | )    |  |   | 129,649  |  
|Cash and cash equivalents at the beginning of the period                                                  |  |                           | 143,860  |      |  |   | 17,236   |  
|                                                                                                          |  |                           |          |      |  |   |          |  
|Cash and cash equivalents at the end of the period                                                        |  | $                         | 21,624   |      |  | $ | 146,885  |  
|                                                                                                          |  |                           |          |      |  |   |          |  

The accompanying notes are an integral part of the condensed consolidated financial statements.

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LIN Television Corporation
Notes to Condensed Consolidated Financial Statements
(Unaudited)

Note 1  Basis of Presentation:

LIN Television Corporation (LIN Television) is a television station group operator in the United
States and Puerto Rico. LIN Television is a subsidiary of LIN Holdings Corp. (LIN Holdings). LIN TV
Corp. is the parent company of LIN Holdings and its subsidiaries.

All of LIN Televisions direct and indirect consolidated subsidiaries fully and unconditionally guarantee
LIN Televisions Senior Credit Facilities, Senior Notes, Senior Subordinated Notes, and Exchangeable Senior
Subordinated Debentures on a joint and several basis.

These condensed consolidated financial statements have been prepared without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and regulations. These statements should
be read in conjunction with LIN Televisions annual report on Form 10-K for the fiscal year ended December
31, 2002.

In the opinion of management, the accompanying unaudited interim financial statements contain all
adjustments (consisting of normal recurring adjustments) necessary to summarize fairly the financial
position, results of operations and cash flows of the Company for the periods presented. The interim
results of operations are not necessarily indicative of the results to be expected for the full year.

The Companys preparation of financial statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that affect the reported amount of assets
and liabilities and disclosure of contingent assets and liabilities at the dates of the financial
statements and the reported amounts of revenues and expenses during the reported periods. Estimates are
used when accounting for the collectibility of accounts receivable and valuing intangible assets, deferred
tax assets and net assets of businesses acquired. Actual results could differ from these estimates. Certain
prior period amounts have been reclassified to conform with the current period presentation.

The Company accounts for its stock-based employee compensation plans under the recognition and measurement
principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related interpretations.
The Company did not incur stock-based employee compensation costs for the three months ended March 31,
2003 and 2002, respectively, as all options granted under those plans had an exercise price equal to the
market value of the underlying common stock on the date of grant. The following table illustrates the
effect on net loss and net loss per share if the Company had applied the fair value recognition provisions
of SFAS Statement No. 123, Accounting for Stock-Based Compensation, to stock-based employee
compensation.

|                                                                                                                                               |  |                             |        |                           |  |      |       |      |  |   |        |   |  |   |         |  
|---------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | ------ | ------------------------- |  | ---- | ----- | ---- |  | - | ------ | - |  | - | ------- | -
|                                                                                                                                               |  | Three Months Ended June 30, |        | Six Months Ended June 30,
|                                                                                                                                               |  |                             |        |                          
|                                                                                                                                               |  | 2003                        |        | 2002                      |  | 2003 |       | 2002
|                                                                                                                                               |  |                             |        |                           |  |      |       |     
|Net (loss) income, as reported                                                                                                                 |  | $                           | (7,440 | )                         |  | $    | 1,740 |      |  | $ | (8,346 | ) |  | $ | (27,459 | )
|Deduct: Total stock-based employee compensation
expense determined under the fair value based method
for all awards, net of related tax effect |  |                             | 710    |                           |  |      | 523   |      |  |   | 1,446  |   |  |   | 729     |  
|                                                                                                                                               |  |                             |        |                           |  |      |       |      |  |   |        |   |  |   |         |  
|Pro forma net (loss) income                                                                                                                    |  | $                           | (8,150 | )                         |  | $    | 1,217 |      |  | $ | (9,792 | ) |  | $ | (28,188 | )
|                                                                                                                                               |  |                             |        |                           |  |      |       |      |  |   |        |   |  |   |         |  

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The fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing
model with the following assumptions used for option grants under the Companys stock option plans issued
during the three and six months ended June 30, 2003 and 2002, respectively:
The weighted average fair value of grants made under the Companys stock option plans during the three
months ended June 30, 2003 and 2002 are $5.96, and $6.80, respectively, and $5.91 and $6.80 for the six
months ended June 30, 2003 and 2002, respectively.

|                               |  |                             |           |                           |  |             |           |             |  |  |           |   |  |  |           |  
|------------------------------ |  | --------------------------- | --------- | ------------------------- |  | ----------- | --------- | ----------- |  |  | --------- | - |  |  | --------- | -
|                               |  | Three Months ended June 30, |           | Six Months ended June 30,
|                               |  |                             |           |                          
|                               |  | 2003                        |           | 2002                      |  | 2003        |           | 2002       
|                               |  |                             |           |                           |  |             |           |            
|Volatility factors             |  |                             | 30        | %                         |  |             | 35        | %           |  |  | 30        | % |  |  | 35        | %
|Risk-free interest rates       |  |                             | 1.5 - 3.3 | %                         |  |             | 3.4 - 5.1 | %           |  |  | 1.5 - 3.3 | % |  |  | 3.4 - 5.1 | %
|Weighted average expected life |  | 2 - 6 years                 |           | 2 - 6 years               |  | 2 - 6 years |           | 2 - 6 years
|Dividend yields                |  |                             | 0         | %                         |  |             | 0         | %           |  |  | 0         | % |  |  | 0         | %

The weighted average fair value of
grants made under the Companys stock option plans during the
three months ended June 30, 2003 and 2002 are $5.96, and $6.80,
respectively, and $5.91 and $6.80 for the six months ended
June 30, 2003 and 2002, respectively.

Note 2  Available for Sale Securities:

During the quarter ended March 31, 2003, the Company liquidated all of its available for sale securities
for proceeds of $23.7 million. The amortized cost and fair value of the Companys available-for-sale
securities by major security type and class of security at December 31, 2002 was as follows (in thousands):

|                           |  |           |        |            |  |         |     |  |  |   |        | 
|-------------------------- |  | --------- | ------ | ---------- |  | ------- | --- |  |  | - | ------ | 
|                           |  |           |        |            |  | Accrued |     |  |  |  
|                           |  | Amortized |        | Investment |  | Fair   
|                           |  | Cost      |        | Income     |  | Value  
|                           |  |           |        |            |  |        
|Corporate debt securities  |  | $         | 7,627  |            |  | $       | 60  |  |  | $ | 7,687  | 
|Mortgage-backed securities |  |           | 15,851 |            |  |         | 136 |  |  |   | 15,987 | 
|                           |  |           |        |            |  |         |     |  |  |   |        | 
|                           |  |           | 23,478 |            |  | $       | 196 |  |  | $ | 23,674 | 
|                           |  |           |        |            |  |         |     |  |  |   |        | 

Note 3  Business Disposition:

On December 13, 2002, the Company entered into an agreement with Mission Broadcasting, Inc. (Mission) in
which the Company agreed to sell the assets of the television stations KRBC-TV in Abilene, Texas and
KACB-TV in San Angelo, Texas, for $10.0 million in cash. In December 2002, the Company received a deposit
of $1.5 million from Mission, which the Company recorded in other current liabilities.

Concurrent with entering into the agreement to sell the stations, the Company entered into a local
marketing agreement (LMA) with Mission, pursuant to which Mission began operating KRCB-TV and KACB-TV
beginning January 1, 2003. Under the terms of the LMA, the Company transferred all economic benefit derived
from the stations to Mission for the period from January 1, 2003 until such time as the transaction was
either consummated or terminated. Accordingly, the Company recorded a liability equal to the net operating
results of the stations for the period from January 1, 2003 to June 13, 2003, the date the sale was
completed, offsetting the results of discontinued operations in the Companys statement of operations.

The operating results of these stations have been recorded as discontinued operations for the three and six
months ended June 30, 2003 and 2002. On June 13, 2003, the Company completed the sale of the stations and
received the remaining $8.5 million from Mission.

Note 4  Equity Investments:

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The Company has investments in a number of ventures with third parties through which it has an interest in
television stations in locations throughout the United States of America. The following presents the
Companys basis in these ventures (in thousands):

|                         |  |               |        |                   |  |   |        | 
|------------------------ |  | ------------- | ------ | ----------------- |  | - | ------ | 
|                         |  | June 30, 2003 |        | December 31, 2002
|                         |  |               |        |                  
|NBC joint venture        |  | $             | 57,323 |                   |  | $ | 58,411 | 
|WAND (TV) Partnership    |  |               | 13,115 |                   |  |   | 13,141 | 
|Banks Broadcasting, Inc. |  |               | 12,073 |                   |  |   | 12,816 | 
|                         |  |               |        |                   |  |   |        | 
|                         |  | $             | 82,511 |                   |  | $ | 84,368 | 
|                         |  |               |        |                   |  |   |        | 

Joint Venture with NBC:The Company owns a 20.38% interest in a joint venture with NBC and accounts for its
interest using the equity method, as the Company does not have a controlling interest. The Company received
distributions of $1.6 million and $3.3 million from the joint venture in the three and six months ended
June 30, 2003, respectively. The Company received cash distributions of $611,000 in the three and six
months ended June 30, 2002. The following presents the summarized financial information of the joint
venture (in thousands):

|                 |  |                             |        |                           |  |      |        |      |  |   |        |  |  |   |        | 
|---------------- |  | --------------------------- | ------ | ------------------------- |  | ---- | ------ | ---- |  | - | ------ |  |  | - | ------ | 
|                 |  | Three Months Ended June 30, |        | Six Months Ended June 30,
|                 |  |                             |        |                          
|                 |  | 2003                        |        | 2002                      |  | 2003 |        | 2002
|                 |  |                             |        |                           |  |      |        |     
|Net revenues     |  | $                           | 43,576 |                           |  | $    | 45,470 |      |  | $ | 76,497 |  |  | $ | 85,712 | 
|Operating income |  |                             | 26,028 |                           |  |      | 28,248 |      |  |   | 42,692 |  |  |   | 51,924 | 
|Net income       |  |                             | 9,675  |                           |  |      | 13,368 |      |  |   | 10,662 |  |  |   | 20,848 | 

|                        |  |          |         |              |  |   |         | 
|----------------------- |  | -------- | ------- | ------------ |  | - | ------- | 
|                        |  | June 30, |         | December 31,
|                        |  | 2003     |         | 2002        
|                        |  |          |         |             
|Current assets          |  | $        | 15,591  |              |  | $ | 24,111  | 
|Non-current assets      |  |          | 239,141 |              |  |   | 236,140 | 
|Current liabilities     |  |          | 362     |              |  |   | 544     | 
|Non-current liabilities |  |          | 815,500 |              |  |   | 815,500 | 

WAND (TV) Partnership:The Company has a 33.33% interest in a partnership, WAND (TV) Partnership, with
Block Communications. The Company accounts for its interest using the equity method, as the Company does
not have a controlling interest. The Company has also entered into a management services agreement with
WAND (TV) Partnership to provide specified management, engineering and related services for a fixed fee.
Included in this agreement is a cash management arrangement under which the Company incurs expenditures on
behalf of WAND (TV) Partnership and is periodically reimbursed. Amounts due to the Company from WAND (TV)
Partnership under this arrangement were approximately $208,000 and $187,000 as of June 30, 2003 and
December 31, 2002, respectively. The following presents the summarized financial information of the WAND
(TV) Partnership (in thousands):

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|                        |  |                             |       |                           |  |      |       |      |  |   |       |   |  |   |       | 
|----------------------- |  | --------------------------- | ----- | ------------------------- |  | ---- | ----- | ---- |  | - | ----- | - |  | - | ----- | 
|                        |  | Three Months Ended June 30, |       | Six Months Ended June 30,
|                        |  |                             |       |                          
|                        |  | 2003                        |       | 2002                      |  | 2003 |       | 2002
|                        |  |                             |       |                           |  |      |       |     
|Net revenues            |  | $                           | 1,705 |                           |  | $    | 1,751 |      |  | $ | 3,194 |   |  | $ | 3,564 | 
|Operating income (loss) |  |                             | 56    |                           |  |      | 92    |      |  |   | (70   | ) |  |   | 257   | 
|Net income (loss)       |  |                             | 47    |                           |  |      | 95    |      |  |   | (79   | ) |  |   | 264   | 

|                    |  |          |        |              |  |   |        | 
|------------------- |  | -------- | ------ | ------------ |  | - | ------ | 
|                    |  | June 30, |        | December 31,
|                    |  | 2003     |        | 2002        
|                    |  |          |        |             
|Current assets      |  | $        | 2,008  |              |  | $ | 2,137  | 
|Non-current assets  |  |          | 33,979 |              |  |   | 34,063 | 
|Current liabilities |  |          | 568    |              |  |   | 751    | 

Banks Broadcasting, Inc:The Company owns preferred stock that represents a 50% non-voting interest in
Banks Broadcasting, Inc. which owns and operates KWCV-TV, a WB
affiliate in Wichita, Kansas and KNIN-TV, a UPN affiliate in Boise,
Idaho. The Company is able to exercise significant, but not controlling, influence over
the activities of Banks Broadcasting, Inc. through representation on the Board of Directors and, therefore,
accounts for its investment using the equity method. The Company has also entered into a management
services agreement with Banks Broadcasting, Inc. to provide specified management, engineering and related
services for a fixed fee. Included in this agreement is a cash management arrangement under which the
Company incurs expenditures on behalf of Banks Broadcasting, Inc. and is periodically reimbursed. Amounts
due to the Company from Banks Broadcasting, Inc. under this arrangement were approximately $213,000 and
$82,000 as of June 30, 2003 and December 31, 2002, respectively. The following presents the summarized
financial information of Banks Broadcasting, Inc. (in thousands):

|               |  |                             |       |                           |  |      |       |      |  |   |        |   |  |   |       |  
|-------------- |  | --------------------------- | ----- | ------------------------- |  | ---- | ----- | ---- |  | - | ------ | - |  | - | ----- | -
|               |  | Three Months Ended June 30, |       | Six Months Ended June 30,
|               |  |                             |       |                          
|               |  | 2003                        |       | 2002                      |  | 2003 |       | 2002
|               |  |                             |       |                           |  |      |       |     
|Net revenues   |  | $                           | 1,302 |                           |  | $    | 1,385 |      |  | $ | 2,585  |   |  | $ | 2,514 |  
|Operating loss |  |                             | (436  | )                         |  |      | (356  | )    |  |   | (971   | ) |  |   | (854  | )
|Net loss       |  |                             | (587  | )                         |  |      | (234  | )    |  |   | (1,265 | ) |  |   | (565  | )

|                           |  |          |        |              |  |   |        | 
|-------------------------- |  | -------- | ------ | ------------ |  | - | ------ | 
|                           |  | June 30, |        | December 31,
|                           |  | 2003     |        | 2002        
|                           |  |          |        |             
|Current assets             |  | $        | 1,939  |              |  | $ | 2,588  | 
|Non-current assets         |  |          | 27,320 |              |  |   | 27,499 | 
|Current liabilities        |  |          | 1,275  |              |  |   | 1,302  | 
|Non-current liabilities    |  |          | 1,658  |              |  |   | 1,496  | 
|Redeemable preferred stock |  |          | 3      |              |  |   | 3      | 




In
accordance with FASB Interpretation No. 46 (FIN 46),
Consolidation of Variable Interest Entities  an
Interpretation of ARB No. 51, the Companys application of
FIN 46 will result in the consolidation of the assets,
liabilities and non-controlling interests of Banks Broadcasting, Inc.
into the Companys financial statements at their fair value
determined at the date that the Interpretation first applies, which
for the Company is December 31, 2003, as it is not practicable
for the Company to determine the carrying amount at such date. The
difference, if any, between the fair value of the newly consolidated
assets over the reported amount of any previously held interests and
the fair value of newly consolidated liabilities and non-controlling
interests shall be recognized as a cumulative effect of an accounting
change. The Companys maximum exposure to loss is limited to its
investment in Banks Broadcasting, Inc. of approximately
$12.1 million as of June 30, 2003.




Other Investments:The Company has recorded losses of approximately $250,000 and $2.8 million for the three
months ended June 30, 2003 and 2002, respectively, in other expenses on an equity investment in an internet
company. These amounts reflect impairments of the Companys initial investment as a result of a reduction in
the value of the internet company, which in the opinion of management, are other than temporary.

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Note 5  Intangible Assets:

The following table summarizes the carrying amount of each major class of intangible assets (in thousands):

|                               |  |               |           |      |  |              |           |  
|------------------------------ |  | ------------- | --------- | ---- |  | ------------ | --------- | -
|                               |  |               |           |      |  | December 31,
|                               |  | June 30, 2003 |           | 2002
|                               |  |               |           |     
|Amortized Intangible Assets:   |  |               |           |      |  |              |           |  
|LMA purchase options           |  | $             | 1,412     |      |  | $            | 1,412     |  
|Network affiliations           |  |               | 377       |      |  |              | 377       |  
|Income leases                  |  |               | 393       |      |  |              | 393       |  
|Accumulated amortization       |  |               | (1,253    | )    |  |              | (702      | )
|                               |  |               |           |      |  |              |           |  
|                               |  | $             | 929       |      |  | $            | 1,480     |  
|                               |  |               |           |      |  |              |           |  
|Unamortized Intangible Assets: |  |               |           |      |  |              |           |  
|Broadcast licenses             |  | $             | 1,106,553 |      |  | $            | 1,106,553 |  
|Goodwill                       |  |               | 586,552   |      |  |              | 586,592   |  
|                               |  |               |           |      |  |              |           |  
|                               |  |               | 1,693,105 |      |  |              | 1,693,145 |  
|                               |  |               |           |      |  |              |           |  
|Total intangible assets        |  |               | 1,694,034 |      |  |              | 1,694,625 |  
|                               |  |               |           |      |  |              |           |  

Amortization expense was approximately $276,000 and $551,000 for the three and six months ended June 30,
2003, respectively. There was approximately $167,000 of amortization expense recorded on the local
marketing agreement (LMA) purchase option for the three and six months ended June 30, 2002, respectively.
There was approximately $228,000 and $456,000 of amortization expense recorded on the LMA purchase option
for the three and six months ended June 30, 2003, respectively. The Company expects that its LMA purchase
option will be fully amortized in 2007. The Company recorded approximately $48,000 and $95,000 of
amortization expense on network affiliation agreements and income leases for the three and six months ended
June 30, 2003, respectively. The network affiliation agreements will be fully amortized by their expiration
dates, which range from August 29, 2004 to December 31, 2010, and the income leases will be fully amortized
by November 2006.

As required by Statement of Financial Accounting Standards (SFAS) No. 142 Goodwill and Other Intangible
Assets, the Company completed a transitional impairment test for goodwill and broadcast licenses as of
January 1, 2002. As a result of this test, an impairment loss of $47.2 million ($30.7 million, net of tax
benefit) was recorded in the first quarter of 2002 to reflect the write-down of certain broadcast licenses
to their fair value. There was no impairment to the goodwill and broadcast licenses as of June 30, 2003
and December 31, 2002.

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Note 6  Debt:

Debt consisted of the following (in
thousands):

|                                                                                                                               |           |          |         |               |        |      |         |              |   | 
|------------------------------------------------------------------------------------------------------------------------------ | --------- | -------- | ------- | ------------- | ------ | ---- | ------- | ------------ | - | 
|                                                                                                                               |           |          |         |               |        |      |         | December 31,
|                                                                                                                               |           |          |         | June 30, 2003 |        | 2002
|                                                                                                                               |           |          |         |               |        |     
|Senior Credit Facilities:                                                                                                      |           |          |         |               |        |      |         |             
|                                                                                                                               | Term Loan |          | $       | 175,000       |        |      | $       |             |  
|                                                                                                                               |           | Revolver |         |               | 50,000 |      |         |              |  | 
|                                                                                                                              
|$200,000, 6 1/2% Senior Subordinated Notes due 2013                                                                            |           |          | 200,000 |               |        |      |        |             
|                                                                                                                              
|$125,000, 2.50% Exchangeable Senior Subordinated
Debentures due 2033 (net of discount of $20,533 at June 30, 2003)             |           |          | 104,467 |               |        |      |        |             
|                                                                                                                              
|$210,000, 8% Senior Notes due 2008
(net of discount of $5,409 and $5,996 at June 30, 2003 and December 31, 2002, respectively) |           |          | 204,591 |               |        |      | 204,004 |             
|                                                                                                                              
|$300,000, 8 3/8% Senior Subordinated Notes due 2008
(net of discount of $364 at December 31, 2002)                             |           |          |        |               |        |      | 299,636 |             
|                                                                                                                               |           |          |         |               |        |      |         |              |  
|Total debt                                                                                                                     |           |          | 734,058 |               |        |      | 503,640 |             
|Less current portion                                                                                                           |           |          | 7,000   |               |        |      |        |             
|                                                                                                                               |           |          |         |               |        |      |         |              |  
|Total long-term debt                                                                                                           |           | $        | 727,058 |               |        | $    | 503,640 |             
|                                                                                                                               |           |          |         |               |        |      |         |              |  

Senior Credit Facilities

On February 7, 2003, the Company obtained a new $175.0 million term loan, as part of an amendment to its
existing credit facility. In connection with this amendment, the Company recorded approximately $1.0
million in deferred financing costs. In March 2003, the Company used the proceeds from the new loan, a
drawdown of $75.0 million from its existing revolving credit facility and cash on hand to retire the debt
of the Companys LIN Holdings Corp. subsidiary (LIN Holdings), consisting of $276.0 million aggregate
principal amount of 10% Senior Discount Notes due 2008 and $100.0 million aggregate principal amount of
10% Senior Discount Add-On Notes due 2008. The Company incurred a charge of approximately $29.5 million
related to the write-off of unamortized financing fees and discounts and associated costs as a result of
the early extinguishment of LIN Holdings debt.

The repayment of the term loan begins September 30, 2003 with 1% repaid each quarter until final maturity
on December 31, 2007. The revolving credit facility is available until the scheduled termination date of
March 31, 2005. Borrowings under the senior credit facilities bear interest at a rate based, at the
Companys option, on an adjusted LIBOR rate, plus an applicable margin range of 2.00% to 2.25% for the
term loan and 1.50% to 2.75% for the revolving credit facility depending on whether the Company has met
ratios specified in the senior credit agreement. The Company is required to pay quarterly commitment fees
ranging from 0.375% to 0.750%, based upon the Companys leverage ratio for that particular quarter, on the
unused portion of the senior credit facilities, in addition to annual agency and other administration
fees.

6 1/2% Senior Subordinated Notes

In May 2003, LIN Television issued $200.0 million aggregate principal amount at maturity of 6 1/2% Senior
Subordinated Notes due 2013 in a private placement. The 6 1/2% Senior Subordinated Notes were issued
with no discount. The 6 1/2% Senior Subordinated Notes are unsecured and are subordinated in right of
payment to all of LIN Televisions existing and future senior indebtedness, including its senior credit
facilities and its existing senior notes, and will rank equally in right of payment with all of its senior
subordinated indebtedness, including its 2.50% Exchangeable Senior Subordinated Debentures due 2033. The 6
1/2% Senior Subordinated Notes are guaranteed, jointly and severally on an unsecured senior subordinated
basis, by LIN TV Corp. and LIN Televisions direct and indirect, existing and future, domestic restricted
subsidiaries. Financing costs of $4.7 million were incurred in connection with the issuance and are

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being
amortized over the term of the debt. Cash interest on the 6 1/2% Senior Subordinated Notes accrues at 6
1/2% per annum and will be payable semi-annually in arrears commencing on November 15, 2003. LIN
Television may redeem the 6 1/2% Senior Subordinated Notes at any time on or after May 15, 2008 at the
redemption prices set forth below, (if redeemed during the 12 month period beginning on May 15 of each of
the years set forth below):

We may also redeem up to 35% of the 6 1/2% Senior Subordinated Notes using proceeds of certain equity
offerings completed before May 15, 2006 at 106.5% of the outstanding principal amount thereof plus accrued
and unpaid interest to the redemption date.

|                    |  |                                                         |         |  
|------------------- |  | ------------------------------------------------------- | ------- | -
|Year                |  | Price (as a percentage of outstanding principal amount)
|                    |  |                                                        
|2008                |  |                                                         | 103.250 | %
|2009                |  |                                                         | 102.167 | %
|2010                |  |                                                         | 101.083 | %
|2011 and thereafter |  |                                                         | 100.000 | %

The 6 1/2% Senior Subordinated Notes are also subject to early redemption provisions in the event
of a change of control, which may require LIN Television to repurchase the 6 1/2% Senior
Subordinated Notes at a price equal to 101% of the principal amount of the note, together with
accrued and unpaid interest. The indenture governing the 6 1/2% Senior Subordinated Notes limits,
among other things, the incurrence of additional indebtedness and issuance of capital stock;
layering of indebtedness; the payment of dividends on, and redemption of, the Companys capital
stock; liens; mergers, consolidations and sales of all or substantially all of the Companys assets;
asset sales; asset swaps; dividend and other payment restrictions affecting restricted subsidiaries;
and transactions with affiliates.

2.50% Exchangeable Senior Subordinated Debentures

In May 2003, LIN Television issued $125.0 million aggregate principal amount at maturity of 2.50%
Exchangeable Senior Subordinated Debentures due 2033 in a private placement. The debentures are unsecured
and subordinated in right of payment to all of LIN Televisions existing and future senior indebtedness
including its senior credit facilities and 8% Senior Notes due 2008 and rank on a parity in right of
payment with all of its senior subordinated indebtedness, including the 6 1/2% Senior Subordinated Notes
due 2013. The debentures are guaranteed, jointly and severally on an unsecured senior subordinated basis,
by LIN TV Corp. and LIN Televisions direct and indirect, existing and future, domestic restricted
subsidiaries. Financing costs of $4.1 million were incurred in connection with the issuance and are being
amortized over the term of the debt. Cash interest on the debentures accrues at 2.50% per annum and will
be payable semi-annually in arrears commencing on November 15, 2003. The Company may redeem for cash all
or a portion of the debentures at any time on or after May 20, 2008 at a price equal to 100% of the
principal amount of the debentures to be redeemed plus accrued and unpaid interest. Holders of the
debentures may require LIN Television to purchase all or a portion of their debentures on May 15, 2008,
2013, 2018, 2023 or 2028 at 100% of the principal amount, plus accrued and unpaid interest. The
debentures are subject to early redemption provisions in the event of a fundamental change in which LIN TV
Corps common stock is exchanged for or converted into consideration that is not all or substantially all
common stock that is listed on a national securities exchange or
quoted on Nasdaq. In addition, the indenture governing the debentures
limits, among other things; the incurrence of additional indebtedness
and issuance of capital stock; the payment of dividends on, and
redemption of capital stock of certain of our subsidiaries; liens;
mergers, consolidations and sales of all or substantially all of the
assets of certain of our subsidiaries; asset sales; asset swaps;
restricted payments and transactions with affiliates.

Contingent Interest.LIN Television will pay contingent interest to holders of the debentures during any
six-month period from and including an interest payment date to but excluding the next interest payment
date, commencing with the six-month period beginning May 15, 2008, if the average trading price of the
debentures for a five-trading day measurement period immediately preceding the beginning of the applicable
six-month period equals 120% or more of the principal amount. The contingent interest payable per $1,000
principal amount of debentures is 0.25% per annum. Any contingent interest will be payable on the interest
payment date at the end of the relevant six-month period.

Exchange Rights.A holder may exchange each debenture for a number of shares of LIN TV class A common
stock, equal to the exchange rate under the following conditions:



| |  |  | during any fiscal quarter commencing after June 30, 2003, if the closing sale price of LIN TV common
stock for at least 20 trading days in a period of 30 consecutive trading days ending on the last trading
day of the preceding
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| |   |  | fiscal quarter is more than 120% of the base exchange price (initially 120% of
$37.28, or $44.7360);                                                                                                                                                                                                       
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | during any period in which the credit rating assigned to the debentures by Standard & Poors Rate
Services (S&P) is below B-, or the credit rating assigned to the debentures by Moodys Investors
Services (Moodys) is below B3, or either S&P or Moodys does not assign a rating to the debentures;
|
| |  |  | during the five business-day period after any five consecutive trading-day period in which the trading
price per debenture for each day of that period was less than 98% of the product of the closing sale
price of LIN TV common stock and the exchange rate of each such day;                           
|
| |  |  | if such debentures have been called for redemption; or                                                                                                                                                                                                                                                     
|
| |  |  | upon the occurrence of certain corporate transactions, such as a consolidation, merger or binding share
exchange pursuant to which shares of LIN TV common stock would be converted into cash, securities or
other property.                                                                               

Exchange Rates.Prior to May 15, 2008, the exchange rate will be determined as follows:



| |  |  | if the applicable stock price is less than or equal to the base exchange price, the exchange rate will
be the base exchange rate; and                                                                                                                                                             
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | if the applicable stock price is greater than the base exchange price, the exchange rate will be
determined in accordance with the following formula; provided, however, in no event will the exchange
rate exceed 46.2748, subject to the same proportional adjustment as the base exchange rate:

|                      |   |                                                                       |  |   |                            
|--------------------- | - | --------------------------------------------------------------------- |  | - | ---------------------------
|Base Exchange Rate  + | [ | (Applicable Stock Price - Base Exchange Price) Applicable Stock Price |  | ] | x  Incremental Share factor

On May 15, 2008, the exchange rate will be fixed at the exchange rate then in effect.

The base exchange rate is 26.8240, subject to adjustments, and the base exchange price is a dollar
amount (initially $37.28) derived by dividing the principal amount per debenture by the base exchange rate.
The incremental share factor is 23.6051, subject to the same proportional adjustment as the base
exchange rate. The applicable stock price is equal to the average of the closing sale prices of LIN TV
Corp.s common stock over the five trading-day period starting the third trading day following the exchange
date of the debentures.

On June 15, 2003, the Company used the proceeds from the 6 1/2% Senior Subordinated Notes due in 2013 and
the 2.50% Exchangeable Senior Subordinated Debentures due in 2033, and borrowings under the Companys senior
credit facilities to redeem all of its $300.0 million in outstanding aggregate principal amount of 8 3/8%
Senior Subordinated Notes due 2008. The Company incurred a charge of $23.6 million relating to the write-off
of unamortized deferred financing costs and discounts and call premiums in connection with the redemption of
the notes for the three months ended June 30, 2003.

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Embedded Derivative Features. The 2.50% Exchangeable Senior Subordinated Debentures have certain embedded
derivative instruments that are required to be separately identified and recorded at fair value with a
mark-to-market adjustment required each quarter. The value of these instruments on issuance of the
debentures was $21.1 million and this amount was recorded as an original issue discount and is being
accreted through interest expense over the period to May 2008. The derivative instruments are recorded at
fair market value in other liabilities. The Company has recorded a gain in connection with the
mark-to-market of these derivative instruments of $4.8 million for the three and six months ended June 30,
2003, respectively.

Interest expense on long-term debt consisted of the following (in thousands):

|                  |                                                      |                        |   |                             |        |                           |   |        |        |      |   |        |        |  |   |        |        | 
|----------------- | ---------------------------------------------------- | ---------------------- | - | --------------------------- | ------ | ------------------------- | - | ------ | ------ | ---- | - | ------ | ------ |  | - | ------ | ------ | 
|                  |                                                      |                        |   | Three Months Ended June 30, |        | Six Months Ended June 30,
|                  |                                                      |                        |   |                             |        |                          
|                  |                                                      |                        |   | 2003                        |        | 2002                      |   | 2003   |        | 2002
|                  |                                                      |                        |   |                             |        |                           |   |        |        |     
|Interest Expense: |                                                      |                        |   |                             |        |                           |   |        |        |      |   |        |        |  |   |       
|                  | Cash interest expense                                |                        | $ | 13,286                      |        |                           | $ | 10,975 |        |      | $ | 25,301 |        |  | $ | 24,565 |       
|                  | Amortization of discount and deferred financing fees |                        |   | 1,947                       |        |                           |   | 1,408  |        |      |   | 3,363  |        |  |   | 3,176  |       
|                  |                                                      |                        |   |                             |        |                           |   |        |        |      |   |        |        |  |   |        |       
|                  |                                                      | Total interest expense |   |                             | 15,233 |                           |   |        | 12,383 |      |   |        | 28,664 |  |   |        | 27,741 | 
|                  |                                                      |                        |   |                             |        |                           |   |        |        |      |   |        |        |  |   |        |       

Note 7  Restructuring Charge:

During the second half of 2002, as a result of centralizing the master control transmission facilities in
Indianapolis, Indiana and Springfield, Massachusetts, the Company recorded a pre-tax restructuring charge
of approximately $909,000 for severance pay and benefits relating to the termination of 60 full time
equivalent employees in the master control, sales support and business office areas. All employees had
been informed of their termination benefits in the period that the charge was recorded. The Company
recorded an additional $102,000 of restructuring charges for the three months ended June 30, 2003. The
Company has paid approximately $402,000 for severance pay and benefits through December 31, 2002 and
$179,000 during the six-month period ended June 30, 2003 and expects to pay the balance of approximately
$430,000 during the second half of 2003.

Note 8  Related Party Transactions:

Financial Advisory Agreement.The Company is party to an agreement with Hicks, Muse & Co. Partners, L.P.
(Hicks Muse Partners), pursuant to which the Company reimburses Hicks Muse Partners, an affiliate of Hicks
Muse, for certain expenses incurred by it in connection with rendering services relating to acquisitions,
sales, mergers, exchange offers, recapitalization, restructuring or similar transactions allocable to the
Company. The Company incurred fees under this arrangement of $23,000 and $38,000 for the three and six months
ended June 30, 2003, respectively, and $36,000 and $57,000 for the three and six months ended June 30, 2002,
respectively.

Monitoring and Oversight Agreement. The Company was party to an agreement with Hicks Muse Partners, pursuant to
which the Company agreed to pay Hicks Muse Partners an annual fee (payable quarterly) for oversight and
monitoring services. Hicks Muse Partners was also entitled to reimbursement for any expenses incurred by it in
connection with rendering services allocable to the Company. The annual fee was approximately $368,000 for the
period ended June 30, 2002. The Company and Hicks Muse Partners agreed to terminate this agreement on May 2,
2002 in exchange for an aggregate fee of $16.0 million consisting of an amount payable in cash of $6.2 million,
$7.1 million in a promissory note and vested warrants to purchase 123,466 shares of the Companys class B
common stock at a price of $0.01 valued at $2.7 million.

Other Investment. The Companys Chief Executive Officer serves on the Board of Directors of an internet company
in which the Company has invested in. The Company incurred fees for internet services provided by this company
of approximately $121,000 and $284,000 for the three and six months ended June 30, 2003, respectively, and
$124,000 and $245,000 for the three and six months ended June 30, 2002, respectively.

Note 9  Contingencies:

GECC Note.GECC provided debt financing in connection with the formation of the joint venture with NBC in the
form of an $815.5 million 25-year non-amortizing senior secured note bearing an initial interest rate of 8.0%
per annum.

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During the last five years, the joint venture has produced cash flows to support the interest
payments and to maintain minimum levels of required working capital reserves. In addition, the joint venture
has made cash distributions to the Company and to NBC from the excess cash generated by the joint venture of
approximately $19.3 million on average each year during the past three years. Accordingly, the Company expects
that the interest payments on the GECC note will be serviced solely by the cash flow of the joint venture. The
GECC note is not an obligation of the Company, but is recourse to the joint venture, the Companys equity
interests therein and to LIN TV Corp., pursuant to a guarantee. If the joint venture were unable to pay
principal or interest on the GECC note and GECC could not otherwise get its money back from the joint venture,
GECC could require LIN TV Corp. to pay the shortfall of any outstanding amounts under the GECC note. If this
happened, the Company could experience material adverse consequences, including:



| |  |  | GECC could force LIN TV Corp. to sell the stock of LIN Television held by LIN TV Corp. to satisfy
outstanding amounts under the GECC note;                                                                   
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | if more than 50% of the ownership of LIN Television had to be sold to satisfy the GECC Note, it could
cause an acceleration of the Companys senior credit facilities
and other outstanding indebtedness; and
|
| |  |  | if the GECC note is prepaid because of an acceleration on default or otherwise, or if the note is
repaid at maturity, the Company may incur a substantial tax liability.                                     

The joint venture is approximately 80% owned by NBC, and NBC controls the operations of the stations through a
management contract. Therefore, the operation and profitability of those stations and the likelihood of a
default under the GECC note are primarily within NBCs control.

Note 10  Income Taxes:

LIN Television Corporations benefit for income taxes for the three and six-month periods ended June 30,
2003 is approximately $622,000 and $1.3 million, respectively, compared to a provision of approximately
$4.2 million and $5.2 million for the same periods last year. These changes were primarily due to the
Company recording a book loss for the period. During the six-month period ended June 30, 2003, LIN
Television recorded a non-cash charge of $2.5 million as part of its provision for income taxes to
establish a valuation allowance against its deferred tax asset related to its state net operating loss
carryforwards. LIN Television uses a discrete provision for the three and six-month period ended June 30,
2003 in order to more accurately calculate its provision for income taxes.

Note 11  Recently Issued Accounting Pronouncements:




In January 2003, the FASB issued FASB Interpretation No. 46 (FIN 46), Consolidation of Variable
Interest Entities, an interpretation of Accounting Research Bulletin No. 51. This Interpretation
clarifies the application of Accounting Research Bulletin No. 51, Consolidated Financial Statements to
certain entities in which equity investors do not have the characteristics of a controlling financial
interest or do not have sufficient equity at risk for the entity to finance its activities without
additional subordinated financial support from other parties. In
accordance with FIN 46, the Companys application of FIN 46 will result
in the consolidation of the assets, liabilities and non-controlling
interests of Banks Broadcasting, Inc. into the Companys financial
statements at their fair value determined at the date that the
Interpretation first applies, which for the Company is December 31,
2003, as it is not practicable for the Company to determine the
carrying amount at such date. The difference, if any, between the
fair value of the newly consolidated assets over the reported amount
of any previously held interests and the fair value of newly
consolidated liabilities and non-controlling interests shall be
recognized as a cumulative effect of an accounting change. The
Companys maximum exposure to loss is limited to its investment
in Banks Broadcasting, Inc. of approximately $12.1 million as of
June 30, 2003.







The
Company operates two television stations under local marketing
agreements (LMA agreement). An LMA agreement is a
contract between two separately owned broadcast licensees serving a
common television market where the broadcast licensee (LMA
Operator) of one station contracts with another broadcast
licensee (LMA Licensee) to operate the LMA
Licensees broadcast license for an agreed upon schedule of cash
payments. Under the LMA agreement, the LMA Operator provides
substantial portions of the programming for airing on the LMA
Licensees station and sells the advertising time associated
with that programming. The broadcast license of the LMA station is
subject to the ultimate programming and other controls exercised by
the LMA Licensee. The two LMA Licensees, with which the Company has
LMA agreements, hold the broadcast licenses and the Company holds
options to acquire
their broadcast licenses for approximately
$4.3 million. In addition these two LMA Licensees have limited
operating costs associated with the management of those broadcast
licenses.







The
Company believes that the
terms of its LMA and related purchase option arrangements identify
the entities owning the related broadcast license as Variable
Interest Entities (VIE) under FIN 46. However, the
purchase option arrangements do not oblige the Company to absorb the
entities expected losses if they occur, beyond the premium paid
for such options. The Company does not believe that these option
premiums are significant in comparison to expected losses over the
life of the broadcast licenses and, therefore, does not identify
itself as the party that will absorb a majority of such expected
losses. Based on this assessment, the Company does not believe that
FIN 46 will require the consolidation of the entities owning the
broadcast licenses. The Companys maximum  exposure to loss is
limited to approximately $1.0 million, which represents the current
premium paid in respect of the purchase options.




On April 30, 2003 the FASB issued FASB Statement No. 149 (SFAS No. 149), Amendment of Statement 133 on
Derivative Instruments and Hedging Activities. SFAS No. 149 amends and clarifies the accounting guidance
on (1) derivative instruments (including certain derivative instruments embedded in other contracts) and
(2) hedging activities that fall within the scope of FASB Statement No. 133 (SFAS No. 133), Accounting for
Derivative Instruments and Hedging Activities. SFAS No. 149 amends SFAS No. 133 and certain other
existing pronouncements, which will result in more consistent reporting of contracts that are derivatives
in their entirety or that contain embedded derivatives that warrant separate accounting. SFAS No. 149 is
effective (1) for contracts entered into or modified after June 30, 2003, with certain exceptions, and (2)
for hedging relationships designated after June 30, 2003. The guidance is to be applied prospectively. The
Company does not believe that SFAS No. 149 will have a significant impact on reported financial position or
results of operations.

In May 2003, the FASB issued SFAS No. 150, Accounting for Certain Financial Instruments with
Characteristics of both Liabilities and Equity (SFAS 150). This statement addresses financial
accounting and reporting for financial

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instruments with characteristics of both liabilities and equity
and is effective at the beginning of the first interim period beginning after June 12, 2003. The
adoption of the new standard does not have a significant impact on the Companys results of operations or
financial position.

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