EXHIBIT
      21.1





SUBSIDIARIES
      OF RADIO ONE, INC.


As
      of December 31, 2007





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:





K261AB*
            WERQ-FM
            WKYS-FM
            WPZZ-FMKBFB-FM
            WFUN-FM
            WMMJ-FM
            WRNB-FMKBXX-FM
            WYCB-AM
            WNNL-FM
            WMCU-AMKRBV-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
            WFXC-FMWCDX-FM
            WKJS-FM
            WQOK-FM





*Radio
      One  holds a license for K261AB, a translator for
      KRBV-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.




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





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





Interactive
      One, LLC, is a Delaware limited liability company, the members of which are
      Magazine One, Inc. and Interactive One, Inc.