EXHIBIT
21.1





SUBSIDIARIES
OF RADIO ONE, INC.


As
of December 31, 2008





Radio One
Licenses, LLC, a Delaware limited liability company, is a restricted subsidiary
of Radio One, Inc. and is the licensee of the following stations:





KBFB-FM
            WFXC-FM
            WNNL-FM
            WRNB-FMKBXX-FM
            WFXK-FM
            WOL-AM
            WTPS-AMKMJQ-FM
            WHHL-FM
            WOLB-AM
            WWIN-AMKROI-FM
            WHTA-FM
            WPHI-FM
            WWIN-FMKSOC-FM
            WKJM-FM
            WPPZ-FM
            WYCB-AMWCDX-FM
            WKJS-FM
            WPRS-FMWERQ-FM
            WKYS-FM
            WPZZ-FMWFUN-FM
            WMMJ-FM
            WQOK-FM




Bell
Broadcasting Company (“Bell”), a Michigan corporation, is a wholly owned
restricted subsidiary of Radio One, Inc. Radio One of Detroit, LLC (“Radio One
of Detroit”) is a Delaware limited liability company, the sole member of which
is Bell. Radio One of Detroit is the licensee of the following
stations:




WCHB-AM
              WDMK-FM
              WHTD-FM




Radio One
of Atlanta, LLC (“ROA”), a Delaware limited liability company, is a restricted
subsidiary of Radio One, Inc. ROA Licenses, LLC (“ROA Licenses”) is a Delaware
limited liability company, the sole member of which is ROA. ROA Licenses is the
licensee of the following stations:





WPZE-FM


WJZZ-FM





Radio One
of Charlotte, LLC (“Radio One of Charlotte”), a Delaware limited liability
company, the sole member of which is Radio One, Inc., is a restricted subsidiary
of Radio One, Inc.  Radio One of Augusta, LLC (“Radio One of Augusta”)
is a Delaware limited liability company, the sole member of which is Radio One
of Charlotte.





Charlotte
Broadcasting, LLC (“Charlotte Broadcasting”) is a Delaware limited liability
company, the sole member of which is Radio One of Charlotte. Radio One of North
Carolina, LLC (“Radio One of North Carolina”) is a Delaware limited liability
company, the sole member of which is Charlotte Broadcasting. Radio One of North
Carolina is the licensee of the following stations:





WPZS-FM


WQNC-FM





Radio One
of Boston, Inc. (“Radio One of Boston”), a Delaware corporation, is a wholly
owned restricted subsidiary of Radio One, Inc. Radio One of Boston Licenses, LLC
(“Boston Licenses”) is a Delaware limited liability company, the sole member of
which is Radio One of Boston. Boston Licenses is the licensee of the following
station:





WILD-AM





Blue Chip
Broadcasting, Ltd. (“BCB Ltd.”), an Ohio limited liability company, the sole
member of which is Radio One, Inc., and which is a restricted subsidiary of
Radio One, Inc. Blue Chip Broadcasting Licenses, Ltd. (BC Licenses”) is an Ohio
limited liability company, the sole member of which is BCB Ltd. BC Licenses is
the licensee of the following stations:





WIZF-FM
            WMOJ-FM
            WDBZ-AMWJYD-FM
            WCKX-FM
            WXMG-FMWERE-AM
            WJMO-AM
            WZAK-FMWENZ-FM





Hawes-Saunders
Broadcast Properties, Inc. (“HSBP”) is a wholly owned restricted subsidiary of
Blue Chip Broadcasting, Ltd. HSBP is the sole member of Radio One of Dayton
Licenses, LLC, also a restricted subsidiary.





Radio One
of Texas II, LLC, a Delaware limited liability company, the sole member of which
is Radio One, Inc., and it is a restricted subsidiary of Radio One,
Inc.





Radio One
of Indiana, L.P. is a Delaware limited partnership. Radio One, Inc. is the
general partner and 99% owner of Radio One of Indiana, L.P. Radio One of Texas
II, LLC is the limited partner and 1% owner of Radio One of Indiana, L.P. Radio
One of Indiana, LLC is a Delaware limited liability company, the sole member of
which is Radio One of Indiana, L.P. Radio One of Indiana, LLC is the licensee of
the following stations:




WDNI-LP
            WHHH-FM
            WTLC-AM WTLC-FM
            WNOU-FM





Satellite
One, LLC is a Delaware limited liability company, the sole member of which is
Radio One, Inc.





New
Mableton Broadcasting Corporation, a Delaware corporation, is a wholly owned
subsidiary of Radio One, Inc. and is the licensee of the following
station:





WAMJ-FM





Radio One
Cable Holdings, Inc., a Delaware corporation, is a wholly owned subsidiary of
Radio One, Inc.  Radio One Cable Holdings, Inc. holds a 36% interest
in TV One, LLC, a Delaware limited liability company.





Home
Plate Suites, LLC, an Ohio limited liability company, is a subsidiary of Blue
Chip Broadcasting, Ltd., an Ohio limited liability company, the sole member of
which is Radio One, Inc., and which is a wholly owned restricted subsidiary of
Radio One, Inc.





Radio One
Media Holdings, LLC is a Delaware limited liability company, the sole member of
which is Radio One, Inc.





Reach
Media, Inc. is a Texas corporation. Radio One, Inc. owns 51% of the common stock
of Reach Media, Inc.





Radio One
Distribution Holdings, LLC is a Delaware limited liability company, the sole
member of which is Radio One, Inc.





Distribution
One, LLC is a Delaware limited liability company.  Radio One
Distribution Holdings, LLC has a 75% membership interest in Distribution One,
LLC and TV One, LLC has a 25% membership interest in Distribution One,
LLC.





Interactive
One, Inc., a Delaware corporation, is a wholly owned subsidiary of Radio One,
Inc. and the sole member of Interactive One, LLC.





Interactive
One, LLC, is a Delaware limited liability company, the sole member of which is
Interactive One, Inc.





Community
Connect Inc., a Delaware corporation, is a wholly owned subsidiary of Radio One,
Inc.