PUBLIC VERSION

In the Matter of Docket No. 2005-1 CRB DTRA

Digital Performance Right in Sound ) Recordings and Ephemeral Recordings )

EXHIBITS TO RADIO DIRECTBROADCASTERS'RITTEN STATEMENT

VOLUME 3 OF 5

Bruce G. Joseph Karyn K. Ablin WILEY REIN 8~, FIELDING LLP 1776 K Street NW Washington, DC 20006 P: (202) 719-7258 F: (202) 719-7049 b~,fbiff. Counselfor Bonneville International Corp. Clear Channel Communications, Inc., Infinity Broadcasting Corp., The National Religious Broadcasters Music License Committee, and Susquehanna Radio Corp. October 31, 2005 Index of Exhibits to Radio Broadcasters'ritten Direct Statement

Ex. No. Restricted Soonsored Bv Descriotion

RBX 1 NO Dan Halyburton Susquehanna Radio Stations

RBX 2 YES Dan Halyburton Susquehanna Group: Streaming Revenues and Expenses

RBX 3 YES Dan Halyburton Susquehanna: Streaming Revenues and Expenses for KPLX and KFOG

RBX 4 NO Dan Halyburton Stations Streaming in Top 50 BIA Revenue Markets

RBX 5 NO Dan Halyburton BMI Radio Station License Agreement

RBX 6 NO Dan Halyburton ASCAP 2004 Radio Station License Agreement

RBX 7 NO Roger Coryell Bonneville International Radio Stations

RBX 8 NO Roger Coryell Bonneville: Streaming Listener Zip Codes, KDFC.corn

RBX 9 NO Roger Coryell Bonneville: KDFC Streaming Traffic 10/27/05

RBX 10 YES Roger Coryell Bonneville: Simulcast Streaming income Statement

RBX 11 YES Roger Coryell Bonneville: 2005 KDFC New Media Gross Internet Revenue Report

RBX 12 YES Roger Coryell Bonneville: Online Music Store Sales: KOIT and KZBR

RBX 13 NO Matt Timothy Infinity Complete Radio Station List

RBX 14 YES Matt Timothy Infinity: Internet Simulcasters

RBX 15 . YES Matt Timothy Infinity Internet Simulcasters: Peak Listening Times

RBX 16 YES Matt Timothy Infinity Internet Simulcasters: Percentage Listening by Time of Day

RBX 17 YES Matt Timothy Infinity: Streaming Versus Over-The-Air Audiences

RBX 18 YES Matt Timothy Infinity: Music Stations That Would Stream Under Broadcaster Proposal RBX 19 Brian Parsons SESAC Response to Questions from House Intellectual Property Subcommittee

RBX 20 NO Brian Parsons Clear Channel Radio Stations

RBX 21 NO Brian Parsons Clear Channel Radio Stations Streaming

RBX 22 YES Brian Parsons Clear Channel Streaming Expenses, January 2005 — June 2005

RBX 23 NO Brian Parsons "Cuban says Yahoo!'s RIAA deal was designed to stifle competition!," Radio and Internet Newsletter June 24, 2002

RBX 24 Brian Parsons Newspaper Articles Describing Yahoo Termination of Streaming, " Wall Street Journal June 26, 2002 and C-Net News June 25, 2002

RBX 25 NO Brian Parsons Expected Fees from Music Formatted Stations under Broadcasters'oint Simulcasting Fee Proposal

Sus uehanna Radio Stations

A"M oi':.:, '::,".::: '::;:

KNBR AM Sports San Francisco, CA 680 0 yes KFOG FM AAA San Francisco, CA 0 104.5 yes KSAN FM Cise Rock San Francisco, CA 0 107.7 yes KTCT AM Sports San Francisco, CA 1050 0 yes KPLX FM Country Dallas-Ft. Worth, TX 0 99.5 yes KTCK AM Sprts/Talk Dallas-Ft. Worth, TX 1310 0 yes KLIF AM Talk Dallas-Ft. Worth, TX 570 0 yes KTDK FM Sprts/Talk Dallas-Ft. Worth, TX 0 104.1 simulcast KTGK yeS KKLF AM Talk Dallas-Ft. Worth, TX 1700 0 simulcast KLIF yeS KDBN FM Cise Rock Dallas-Ft. Worth, TX 0 93.3 yes KRBE FM CHR Houston-Galveston, TX 0 104.1 yes WWWQ FM CHR Atlanta, GA 0 100.5 yes WNNX FM Altve/NwRck Atlanta, GA 0 99.7 yes WYGY FM Country Cincinnati, OH 0 96.5 yes WRRM FM AC/SffRk Cincinnati, OH 0 98.5 yes WMOJ FM R&B Oldies Cincinnati, OH 0 94.9 yes KCJK FM Jack Kansas City, MO-KS 0 105.1 yes KCMO AM Talk Kansas City, MO-KS 710 0 yes KCMO FM Oldies Kansas City, MO-KS 0 94.9 yes KCFX FM Cise Rock Kansas City, MO-KS 0 101.1 yes KFFG FM AOR San Jose, CA 0 97.7 simulcast KFOG yeS WJJK FM Adult Hits indianapolis, IN 0 104.5 yes WFMS FM Country Indianapolis, IN 0 95.5 yes WISG FM ChrsContemp Indianapolis, IN 0 93.9 yes WARM FM AC York, PA 0 1033 yes WSOX FM Oldies York, PA 0 96.1 yes WSBA AM News/Talk York, PA 910 0 yes

Source: Susquehanna Radio Stations, BIA

Susquehanna Group: Streamina Revenues and Expenses

JanQune 2004 2005 Expenses

Revenues

Net loss

RBX 2 0 Susquehanna: Streamina Revenues and Expenses for KPLX and KFOG

KPLX 2004 YTD 6/2005

TOTAL EXPENSES

Revenues

Net Loss

KFOG 2004 YTD 6/2005

TOTAL EXPENSES Revenues axo&cTKB Net Gain or Loss

RBX 3

Stations Streamin in To 25 BIA Revenue Markets

'Ilarket Rev'en'ii'e IA'hll::::::::::-:::::: "::::: A'IN:::::.::::::;::::

Name'os Rank.:::::: 'oiunt:-.:.: Sti~earn.':-: '/&St'reani:::,:::Count--":-':Stream-::.: 'jpStr'eani Angeles, CA 1 29 16 55% 32 9 28% New York, NY 2 31 11 35% 28 10 36% Chicago, IL 3 43 12 28% 44 16 36% San Francisco, CA 4 30 9 30% 27 12 44% Dallas-Ft. Worth, TX 5 25 6 24% 34 17 50% Atlanta, GA 6 37 7 19% 21 10 48% Washington, DC 7 26 10 38'/o 20 8 40% Boston, MA 8 37 9 24% 22 8 36% Houston-Galveston, TX 9 26 7 27% 33 14 42% Philadelphia, PA 10 16 5 31% 15 3 20% Miami-Ft. Lauderdale-Hollywood, FL 11 23 8 35% 18 9 50% Detroit, Ml 12 22 7 32% 20 3 15% Seattle-Tacoma, WA 13 35 12 34% 21 10 48% Phoenix, AZ 14 24 10 42% 21 8 38% Denver-Boulder, CO 15 24 9 38% 20 9 45% San Diego, CA 16 14 10 71% 15 10 67% Minneapolis-St. Paul, MN 17 18 8 44% 20 7 35% Tampa-St. Petersburg-Clearwater, FL 18 19 6 32% 16 6 38% Sacramento, CA 19 18 5 28% 24 5 21% Baltimore, MD 20 14 5 36% 15 4 27% St. Louis, MO 21 20 7 35% 25 11 44% Cincinnati, OH 22 16 8 50% 21 9 43% Orlando, FL 23 17 6 35% 16 6 38% Cleveland, OH 24 15 3 20% 17 7 41% Portland, OR 25 28 8 29% 17 8 47% Top 25 Revenue IIarket Totals 607 204 34% 562 219 39%

Sources: Markets are ranked based on 2004 revenues as reported by BIA Streaming and station counts are reported based on information from www.radio-locator.corn and BIA.

RBX 4 Stations Streamin in BIA Revenue Markets 26 - 50

Ma'rketFN'aiiie

Pittsburgh 26 18 3 16.7% 16 4 25.0% Columbus 27 9 4 44.4% 20 5 25.0% Kansas City, MO-KS 28 19 5 26.3% 19 3 15.8% San Antonio 29 18 7 38.9% 17 6 35.3% Charlotte 30 16 5 31.3% 16 6 37.5% Puerto Rico 31 Indianapolis 32 8 2 25.0% 20 5 25.0% Milwaukee 33 13 3 23 1% 18 7 38.9% Las Vegas 34 12 6 50.0% 20 3 15.0% Salt Lake City 35 22 9 40.9% 24 7 29.2% Raleigh-Durham 36 16 2 12.5% 15 2 13.3% Austin 37 13 4 30.8% 17 4 23.5% Nashville 38 25 7 28.0% 20 3 15.0% Hartford 39 11 3 27 3% 16 5 31.3% New Orleans 40 14 4 28.6% 14 1 71% Norfolk 41 15 1 6.7% 19 6 31.6% Jacksonville 42 18 7 38.9% 19 7 36.8% Buffalo 43 13 2 15.4% 12 1 8.3% West Palm Beach 44 15 2 13.3% 11 5 45.5% Memphis 45 18 5 27 8% 18 6 33.3% Louisville 46 12 1 8.3% 18 4 22.2% Richmond 47 12 3 25.0% 16 4 25.0% Providence 48 11 1 9.1% 11 3 27.3% Nassau-Suffolk 49 8 5 62.5% 6 3 50.0% Oklahoma City 50 15 3 20 0% 18 3 16.7% Riverside-San BernadiI 51 16 3 18.8% 11 2 18.2% TOTALS 367 97 26A% 411 105 25.5%

Sources: Markets are ranked based on 2004 revenues as reported by BIA Streaming and station counts are reported based on information from www.radio-locator.corn and BIA.

0 BMI-03 Account ff. License Type

Radio Station Blanket/Per Program License Agreement

AGREEMENT, made between BROADCAST MUSIC, 1NC., a corporation organized under the laws of the State ofNew York with principal offices at 320 West 57 Street, New York, N.Y. 10019 ("BMI") and

Call Letters FCC Community and Band Freq, of Lioense (city) (state)

(Legal Name ofLICENSEE) Please Cheek Appropriate Box and Complete

A corporation organized under the laws of the State of

A limited liability company organized under the laws of the State of

A partnership consisting of

An individual residing at

(hereinafter "You" or "LICENSEE") licensing the radio broadcasting station ("Station") presently receiving mail at:

(Street Address or P.O. Box)

(City) (State) (Zip Code) (Telephone Number) Location of Station: Check box ifsame as above,

(Street Address)

(City) (State) (Zip Code) email address: with the Radio Station Web Site VRL: http://

1. Term.

The term ofthis Agreement commences as of January 1, 2001, and ends on December 31, 2006, unless earlier terminated as hereinafter provided.

RBX 5 2. Definitions.

A. "Background for an announcement" shall mean mood, atmosphere or thematic music performed as background to an otherwise non-musical commercial, public service, or station promotional announcement not exceeding sixty (60) seconds in length.

B. "BMI Repertoire" shall mean musical works for which BMI may own or control the right to grant public performing right licenses at the time of Station's performance.

C. "Incidental Use" shall mean music used as themes or signatures; bridges, cue or background music aggregating less than two and one-half minutes in duration in any fifteen minute programming period; public domain music in arrangements controlled by BMI on which BMI pays no royalties; and music which is used only incidentally to the broadcast of a news event or sports event.

D. "Interim Radio Station Licenses" shall mean the 1992 BMI Single Station Radio Blanket License and the 1992 BMI Single Station Radio Per Program License.

E. "Jingle" shall mean an advertising, promotional or public service announcement containing musical material (with or without lyrics) where the musical material was originally written for advertising, promotional or public service announcement purposes, or a musical work originally written for other purposes, with the lyrics changed for advertising, promotional or public service announcement purposes, not exceeding sixty (60) seconds in length and used with the permission ofthe interested writer or publisher affiliated with BMI.

F. "Local Management Agreement" shall mean any agreement under which any other entity becomes a Local Manager in regard to Station.

G. "Local Manager" shall mean any entity not under common ownership or control ofLICENSEE which is authorized to resell 10% or more of Station's air time and (1) simulcasts or sells announcements on Station in combination with a radio station owned or operated by the entity, which station has entered into a BMI Radio Station License Agreement; or (2) has assumed, contractually or otherwise, responsibility for the management of Station.

H. "Programming period" shall mean a fifteen (15) minute period of broadcasting commencing on the hour and at fifteen (15), thirty (30), and forty-five (45) minutes past the hour without regard to whether such period contains one or more programs or announcements.

I. "Radio broadcasting" shall mean audio "over-the-air" broadcasting in all of its forms, excluding: (1) transmission or retransmission of an over-the-air broadcast signal on the Internet and (2) FCC-licensed commercial low power audio broadcasting, with similar technical characteristics and requirements as currently defined in 47 C.F.R. Section 73.801 et seq. Radio Broadcasting shall include, on an experimental basis, simultaneous transmission of an FCC- licensed digital broadcast signal identical in content to the Radio Station Signal licensed hereunder.

J. "Radio Station SignaP shall mean Station's FCC-licensed over-the-air radio broadcast transmission.

K. "Radio Station Web Site" shall mean LICENSEE's Internet computer service comprising a series of interrelated web pages which is registered with a domain name registration service and which LICENSEE makes available to consumers over the Internet.

L. "Territory" shall mean the U.S. Territory and the territories represented by non-U.S. performing right licensing organizations as posted in the licensing section ofthe BMI web site located at http://www.bmi.corn (as may be amended by BMI at any time and without notice).

M. "U.S. Territory" shall mean the United States, its Commonwealth, territories and possessions. 3. BMI Grant.

A. Over-the-Air-Si al. BMI grants to LICENSEE for the Term a non-exclusive license to publicly perform in the U.S. Territory, by radio broadcasting on Station, non-dramatic performances of all musical works in the BMI Repertoire during the Term.

B. Internet Streamin . BMI grants to LICENSEE for the Term a non-exclusive license to publicly perform all musical works in the BMI Repertoire during the Term by simultaneously streaming the Radio Station Signal over the Internet in the Territory from the Radio Station Web Site without alteration (except for advertising); provided, however, that the territorial scope ofthe grant of rights is limited to public performances within the U.S. Territory with respect to any musical works that are affiliated with BMI through a non-U.S. performing right licensing organization which is not one of the organizations listed on BMI's web site as Exhibit C to BMI's web site license as such list may be changed from time to time. The organizations listed on BMI's web site are available through a link on www.bmi.corn/rmlclicense.asp. LICENSEE shall promptly notify BMI in writing upon making its Radio Station Signal available on its Radio Station Web Site, and upon discontinuing such service.

C. The rights granted in this Agreement shall not include the right to perform more than thirty (30) minutes of a full-length dramatic or dramatico-musical work (or a substantial part of a short dramatic or dramatico-musical work) such as an opera, operetta, musical show or ballet, but this exclusion shall not apply to such performances from (1) a score originally written for and performed as part of a radio program, or (2) the original cast, soundtrack or similar album of a dramatic or dramatico-musical work other than an opera.

D. The performances licensed hereunder may originate at any place, whether or not such place is licensed to publicly perform the musical works licensed hereunder, and regardless of the manner, means or methods of such origination. Nothing in this Agreement shall be deemed to grant a license to anyone authorizing any public performance in such other place of any such composition.

E. Nothing herein shall be construed as authorizing LICENSEE to grant to others, including but not limited to, any cable system, satellite carrier (including MMDS or similar wireless services), online services or ISP the right to retransmit to the public or publicly perform by any means, method or process whatsoever, any of the musical compositions licensed hereunder, or as authorizing any receiver of any radio broadcast to publicly perform or reproduce the same by any means, method or process whatsoever.

F. This Agreement licenses the transmission ofthe Radio Station Signal by streaming over the Internet only where consumers access such transmission from a page on the Radio Station Web Site and receive such transmission by means of a personal computer or other device capable of receiving such transmissions. This Agreement does not cover the transmission of the Radio Station Signal by streaming over the Internet where consumers access such transmission directly (as opposed to through a hyperlink to the Station's Web Site) from a page on a third party web site, or any uses of music on the Radio Station Web Site other than as part of the Radio Station Signal; such other uses shall be subject to appropriate separate licensing.

G. This Agreement does not cover transmissions of the Radio Station Signal where consumers are charged a fee for the right to access such transmissions, or extend to uses of the Radio Station Signal where the Radio Station Web Site is packaged or included on a tier of services for additional consideration, or where Radio Station Signal is offered for resale as a pay or premium audio service either independently or with other web sites or otherwise used by any third party as background audio. Such uses are subject to appropriate separate licensing.

4. License Fee; Minimum Fee; Taxes.

A. LICENSEE agrees that Station will pay fees annually to BMI hereunder in accordance with the agreement between BMI and the Radio Music License Committee ("COMMITTEE") that is attached as Exhibit A to this Agreement, the terms of which are incorporated herein by reference (the "BMUCOMMTTEE Agreement"). LICENSEE specifically agrees that Station will pay its share of the industry-wide fees for each year fi om 2003 through 2006 allocated to Station by the COMMITTEE under that agreement and in accordance with Exhibits B and C attached hereto. 3 B. For each month during the Term hereof commencing January 1, 2003, LICENSEE shall, on or before the first day of the following month, pay to BMI a sum equal to one twelfth ofthe annual fee payable by Station to BMI hereunder for that year as determined by the COMMITTEE pursuant to the allocation formula in the BMI/COMMITTEE Agreement.

C. For all periods through December 31, 2002, if Station was licensed under an interim BMI Single Station Radio Blanket or Per Program License, the license fees due and payable and all the additional terms and conditions therein shall be applicable hereunder for such periods, as provided in the BMVCOMMITTEE Agreement, and Station shall submit its Annual Statement (or Annual Financial Report) for 2002 and all other periods. The Interim Radio Station Licenses are incorporated by reference for all licensees whose licenses commenced prior to December 31, 2002. The Interim Radio Station Licenses will be available at BMl,corn at www.bmi.corn/rmlclicense.asp.

D. For the period commencing January 1, 2004, if Station elects a per program license, then Station must provide the music use reports required by paragraph 12 below.

E. In the event that the payment of any license fee to BMI by LICENSEE pursuant to this Agreement causes BMI fo become liable to pay any state or local tax which is based upon the license fees received by BMI from licensees, the LICENSEE agrees to pay BMI the full amount of such tax together with LICENSEE's fee payment(s) as invoiced by BMI, within normal payment terms; provided, however, that BMI is permitted by law to pass through such tax to LICENSEE; and provided further that LICENSEE and BMI will cooperate in making reasonable efforts to seek to be exempt from the tax.

F. BMI may impose a late payment charge of 1% per month from the date the payment was due on any monthly payment that is received by BMI after the date payment was due.

5. Annual Statements of Gross Revenue.

A. For each calendar year, starting with 2003, if Station is required to submit an annual financial statement to ASCAP, Station shall submit a copy of said annual financial statement to BMI. If Station is not required to submit an annual financial statement to ASCAP, then for each calendar year of the term ofthis Agreement, Station shall submit, on or before April 1", a statement of Station's annual gross revenues for broadcasting for the preceding calendar year on a form to be provided by BMI similar to the revenue range table attached hereto as Exhibit D. Station's annual gross revenues shall include Station's top line gross revenue charged to or on behalf of sponsors and donors, including net promotional revenues as defined in paragraph 1(b) of the BMI/COMMITTEE Agreement. Station's statement of annual gross revenues shall be signed by an employee of Station with financial responsibilities who is authorized by LICENSEE to submit such statement to BMI hereunder.

B. For each calendar year, starting with 2003, LICENSEE shall submit on or before April 1" ofthe subsequent calendar year, a statement of Station's Annual Gross Revenues for streaming on a form to be provided by BMI similar to the revenue range table in Exhibit E;

C. In the event that LICENSEE owns or controls one or more stations that are licensed by BMI under separate BMI license agreements, and LICENSEE's Annual Gross Revenues are derived 6 om any source, either in whole or in part, as the result of offerings ofthe stations'roadcast facilities in combination, LICENSEE shall make an allocation on a reasonable basis of the combined Gross Revenues when filing Annual Gross Revenue Statements for each station as required by the BMI-03 Radio Station Blanket/Per Program License Agreement.

D. In the event that LICENSEE shall fail to submit the revenue statement required in subparagraph A, BMI may bill, commencing with May billing, and LICENSEE shall pay, in addition to any fees otherwise owed, a late fee equal to 24% of Station's monthly blanket or per program license fee (the "Late Report Fee"). This Late Report Fee shall be fully refundable to Station, but only if BMI receives the Annual Financial Reports on or before December 31" of the calendar year in which report was due. Any late report fees retained by BMI shall be in addition to Station's otherwise allocated annual license fees. 6. Licensee Breach.

In the event that LICENSEE shall fail to make payment or render any report under this Agreement, when and as due, BMI may give LICENSEE thirty (30) days notice in writing to cure such breach or default. In the event that such breach or default has not been cured within thirty (30) days of said notice, BMI may cancel this Agreement. The right to cancel shall be in addition to any and all other remedies which BMI may have in law or equity.

7. Blanket/Per Program License Changes.

A. If LICENSEE is operating under a blanket license as set forth in this Agreement, LICENSEE may, as of the first day of January or July during any calendar year commencing January 1, 2004, upon not less than sixty (60) days prior written notice to BMI using a form supplied by BMI, a copy of which is to be forwarded to the COMMITTEE by Station, elect to be licensed under a per program license as set forth in this Agreement; provided that Station has changed formats from a music to a non-music format and LICENSEE is current in all blanket license payments and reports required hereunder as of the effective date of LICENSEE's election.

B. If LICENSEE is operating under a per program license as set forth in this Agreement, LICENSEE must provide BMI with not less than sixty (60) days prior written notice to BMI of the event that Station has changed formats from a non-music to a music format and LICENSEE shall be deemed to have elected a blanket license hereunder as of the next ensuing January 1 or July 1 following the proper notice.

C. If LICENSEE is operating under a per program license as set forth in this Agreement, LICENSEE may, as of the first day of January or July, during any calendar year commencing January 1, 2004, upon not less than sixty (60) days prior written notice to BMI using a form to be supplied by BMI, a copy of which is to be forwarded to the COMMITTEE by Station, elect to be licensed under a blanket license as set forth in this Agreement, provided that LICENSEE is current in all per program license fees and reports due hereunder.

S. Indemnification.

BMI agrees to indemnify, save and hold harmless and defend LICENSEE, its advertisers and their advertising agencies, and its and their officers, employees and artists, f'rom and against all claims, demands and suits that may be made or brought against them or any of them with respect to the performance under this Agreement of any material licensed hereunder; provided that this indemnity shall not apply to broadcasts of any musical work performed by LICENSEE after written request from BMI to LICENSEE that LICENSEE refrain from performance thereof. LICENSEE agrees to give BMI immediate notice of any such claim, demand or suit, and agrees immediately to deliver to BMI all papers pertaining thereto. BMI shall have full charge of the defense of any such claim, demand or suit, and LICENSEE shall cooperate fully with BMI therein. Notwithstanding the territorial scope of the license granted herein, BMI's obligation to indemnify LICENSEE for Internet streaming transmissions shall be limited to those claims, demands or suits that are made or brought within the U.S. Territory,

9. Local Management Agreement.

A. In the event LICENSEE enters into a Local Management Agreement as defined in Paragraph 2,F. hereof, within thirty (30) days of such agreement (1) LICENSEE shall provide BMI with a copy of such agreement and (2) Local Manager shall execute this Agreement in the signature space provided below. By signing this Agreement Local Manager becomes a party to this License Agreement and shall assume, with LICENSEE, all of the rights and obligations set forth in this Agreement for the full period the Local Management Agreement is in effect.

B. In the event LICENSEE becomes a Local Manager by entering into a Local Management Agreement with another station, LICENSEE shall notify BMI within thirty (30) days of entering into the agreement.

C. In the event that LICENSEE and/or Local Manager do not provide to BMI, on a timely basis, the documentation required by Paragraph 9.A., this License Agreement may be terminated by BMI on ten (10) days written notice. D. In the event that the Local Management Agreement provided to BMI terminates prior to its stated termination date, LICENSEE and Local Manager shall immediately notify BMI of such termination.

10. Assignment.

This Agreement shall be non-assignable except to the person, firm or corporation acquiring the Federal Communications Commission license of Station, and upon assignment to such person, firm, or corporation and upon acceptance in form approved by BMI ofthe application of LICENSEE hereunder, LICENSEE shall be relieved of future liability under this Agreement as long as all Annual Statements have been filed by LICENSEE and all fees due BMI under this Agreement have been paid to BMI. Any assignment contrary to this Paragraph shall be void. This Agreement shall enure to the benefit of and shall be binding upon the parties and their respective successors and assigns, but no assignment shall relieve the parties of their respective obligations under this Agreement.

11. Arbitration.

A. All disputes of any kind, nature or description arising in connection with the terms and conditions ofthis Agreement (except for those within the jurisdiction of the BMI rate court) shall be submitted to arbitration in the City, County and State ofNew York for arbitration under the then prevailing Commercial Arbitration Rules of the American Arbitration Association. The award made in the arbitration shall be binding and conclusive on the parties and judgment may be, but need not be, entered in any court having jurisdiction, including but not limited to the courts ofNew York State. Such award shall include the fixing ofthe costs, expenses and reasonable attorney's fees of arbitration, which shall be borne by the unsuccessful party.

B. If, during the term ofthis Agreement, any dispute arises between BMI and LICENSEE concerning the interpretation of any of the provisions of this Agreement, the resolution of which, in the judgment of BMI or the COMMITTEE, either jointly or severally, has or may have industry-wide impact, BMI and the COMMITTEE shall first endeavor to resolve such dispute, failing which either party may refer the matter to arbitration (unless BMI and the COMMITTEE agree on some alternative mechanism for dispute resolution); and LICENSEE agrees to be bound by the resolution of all such arbitrations involving BMI and the COMMITTEE. In the event of such a reference, each party shall bear its own costs, expenses and attorney's fees. In the event of such a reference, either party, as a preliminary matter, shall be entitled to assert that the dispute between them is not properly dealt with under the terms ofthis subparagraph.

12. Music Use Reports.

A. All Stations, LICENSEE, upon written request from BMI made on not less than one (1) week's notice specifying the period to be covered, agrees to furnish to BMI (at BMI's request electronically via a secure web site) a report of LICENSEE's performances by Station of all musical works, indicating the compositions performed by title, writer/composer and artist, or by such other convenient method as may be designated by BMI, but such report need not be furnished for more than one (1) week of each year ofthe Term. If reasonably feasible for Station, in lieu of the one week report required above, BMI may require that LICENSEE transmit to BMI for each day that Station broadcasts/streams its signal, a complete report of its feature performances of musical works by electronic means. If Station simultaneously streams its broadcast signal, Station shall advise BMI on the aforesaid reports ofthose hours Station's broadcast signal was streamed;

B. Per Program License Stations.

(1) For the calendar years 2004 though 2006, LICENSEE agrees to furnish to BMI and the COMMITTEE on thirty (30) days written notice a full, true, complete and accurate report, on forms furnished by BMI (at BMI's request electronically), for one week per calendar quarter (Quarterly Music Reports), which shall indicate, with respect to all programming during the week, regardless of origin, which have any musical content, the following: (a) the full title of each feature performance of a musical work; (b) the date and time of performance; and (c) the name(s) of the writer(s)/composer(s) and/or recording artist(s). BMI, or a representative of BMI, shall advise LICENSEE which week per quarter this will be done. A feature performance is defined as a performance of music other than music used as incidental use, "background for an announcement" or a "jingle" as defined in Paragraph 2 herein. The Quarterly Music Report shall be submitted with respect to all programming periods, even if no music was used (in which case only the requested identifying information need be completed along with the statement "No Music Used"), but shall not be 6 required to include the information set forth in this subparagraph for music in programming from a radio network licensed as a network by BMI, music in political programming and music in programming periods which LICENSEE concedes contain BMI music. Every programming period which contains music (other than a programming period in which the only music is Incidental Use or part of commercials) shall be listed on the report, even if the music falls into one of the exempt categories enumerated herein. In those cases, however, the category of exemption shall be indicated on the report form, listing the name of the network in the case of a network program.

(2) Said report shall be due to BMI and the COMMITTEE on or before 30 days after the week to which the report pertains. For the calendar years 2004 though 2006, in the event that LICENSEE shall fail to submit any Quarterly Music Report or fail to report performances of musical compositions as required by Paragraph 12.B(1), the following shall apply:

(a) First Instance: BMI shall advise LICENSEE in writing of same and will issue LICENSEE a warning,

(b) Second and all Subsequent Instances: BMI shall advise LICENSEE in writing of same and LICENSEE shall pay BMI $500+ 5.75 times the per program fee for each of the prospective three months.

(c) LICENSEE's failure to report timely or correctly may not be cured by LICENSEE's submission of a late report for said period.

(3) For any quarter in which LICENSEE furnishes to BMI a complete electronic report of its feature performances of musical works for 24 hours a day, for each day, pursuant to paragraph 12.A., LICENSEE will not be required to submit Quarterly Music Reports.

13. CONFIDENTIALITY

t a) BMI shall treat as confidential, and shall not disclose to any third party (other than its employees, directors and officers and agents, in their capacity as such, on a need-to-know basis, and other than that as set forth in subparagraph (b) below), any financial or other proprietary documents or information provided to BMI by LICENSEE in connection with this Agreement; provided, however, that if BMI is served with a subpoena or other legal notice compelling the production of any such proprietary documents or information, BMI shall be obligated to give prompt written notice to LICENSEE of such subpoena or other notice. LICENSEE shall inform BMI in writing within seven (7) days of receiving written notification of a subpoena or other legal notice of its intention to object to such production, in which event LICENSEE shall bear the burden of opposing such production. If the subpoena requires a response or compliance in fewer than fourteen (14) days, BMI will inform LICENSEE in writing within three (3) days of receiving the subpoena and LICENSEE must inform BMI of its intention to oppose the production no later than five (5) days before compliance is called for.

(b) BMI is hereby authorized to provide to COMMITTEE such of LICENSEE's financial information, provided to BMI pursuant to this Agreement, as COMMITTEE may request in connection with its representation of the local radio industry, unless LICENSEE notifies BMI in writing to the contrary. COMMITTEE has agreed to treat as confidential any financial information provided to it by BMI pursuant to this Paragraph.

MISCELLANEOUS

14. In the event that the Federal Communications Commission revokes or fails to renew the broadcasting license of LICENSEE, or in the event that the governmental rules and regulations applicable to Station are suspended or amended so as to forbid the broadcasting of commercial programs by LICENSEE, LICENSEE may notify BMI thereof, and BMI within ten (10) days of the receipt of such notice shall, by written notice to LICENSEE, at BMI's option, either terminate or suspend this Agreement and all payments and services hereunder for the period that such condition continues. In the event that BMI elects to suspend this Agreement, such suspension shall not continue for longer than six (6) months, and this Agreement shall automatically terminate at the end of six (6) months'uspension. In the event that the condition giving rise to the suspension shall continue for less than six (6) months, BMI at its option, and on written notice to LICENSEE, may reinstate this Agreement at any time within thirty (30) days after the cessation of such condition. 7 15. In the event that any law now or hereafter enacted ofthe state, or political subdivision thereof in which Station and/or LICENSEE is located shall result in major interference with BMI's operations or in the refusal of a substantial number of radio stations therein to enter into license agreements with BMI or to make payments to BMI, BMI shall have the right at any time to terminate this Agreement on no less than sixty (60) days written notice to LICENSEE.

16. Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed duly given when sent by ordinary first-class U.S. mail to the party for whom it is intended, at its mailing address hereinabove stated, or any other address which either party hereto may from time to time designate for such purpose, and when such notice is so mailed, it shall be deemed given upon the mailing thereof. Any such notice sent to BMI shall be to the attention of the Media Licensing Department — Radio Licensing. Any such notice sent to LICENSEE shall be to the attention of the person signing this Agreement on behalf ofLICENSEE or to the General Manager or Business Manager of Station.

17. On written notice to LICENSEE, BMI may, effective with such notice, withdraw from the license granted hereunder any musical work as to which any legal action has been instituted or a claim made that BMI does not have the right to license the performing rights in such work or that such work infringes another composition.

18. This Agreement constitutes the entire understanding between the parties, cannot be waived or added to or modified orally, and no waiver, addition or modification shall be valid unless in writing and signed by the parties. This Agreement, its validity, construction and effect shall be governed by the laws of the State of New York, without giving effect to its law of conflict of laws. The fact that any provisions herein are found to be void or unenforceable by a court of competent jurisdiction shall in no way affect the validity or enforceability of any other provisions, No waiver by BMI of full performance of this Agreement by LICENSEE in any one or more instances shall be deemed a waiver of the right to require full and complete performance of this Agreement thereafter or of the right to cancel this Agreement in accordance with the terms of this Agreement.

IN WITNESS WHEREOF, this Agreement, made at New York, New York, has been duly executed by BMI and LICENSEE on (Month) (Day) (Year)

BROADCAST MUSIC, INC. LICENSEE (Legal Name)

By: By: (Signature) (Signature)

(Print Name of Signatory) (Print Name of Signatory)

(Title of Signatory) (Title of Signatory)

Complete only if in a Local Management Agreement (Per $ 9.A.) Date: LOCAL MANAGER (Legal Name)

By: Start Date of LMA: (Signature)

(Print Name of Signatory) evi

(Title of Signatory)

BMI and the music stand symbol are registered trademarks of Broadcast Music, Inc. Exhibit A

LICEIIS E CO M IS ITTEE

Zf M A@Lit IK

KEITH F. MEEHAN executive director

July 21, 2003

Mr. Marvin L. Berenson Senior Vice President and General Counsel Broadcast Music, Inc. 320 West 57th Street New York, N.Y, 10019

Re; BMI Local Radio Station License Ameement

Dear Mr. Berenson:

This letter sets forth the Agreement ("Agreement") reached between Broadcast Music, Inc. ("BM") and the Radio Music License Committee (the "COMMITTEE") setting forth the license fees and certain additional terms ofthe BMI- 03 Radio Station Blanket/Per Program License Agreement (herein "BM-03 Radio Station License") covering the period January 1, 2001, through December 31, 2006 (the "Current License Period"), and the terms ofBM blanket and per program licenses for the license period fi om January 1, 1997 through December 31, 2000. This Agreement is expressly incorporated in paragraph 4 ofthe BM-03 Radio Station License and is binding upon all local radio stations that: (i) were parties to the BM rate court proceeding entitled U.S. v. BMI.. In the Matter ofthe Application ofHicks Broadcastinu ofIndiana et. al.. (S.D.N.Y. Docket No. 64 Civ. 3787) (the Hicks Proceeding"); (ii) were signatories to the 1997 or 2000 interim extensions ofthe 1992 BMI Single Station Radio Blanket License ("Interim Blanket License") and the 1992 BM Single Station Radio Per Program License ("Interim Per Program License") (collectively, the "Interim Radio Station Licenses"); and/or (iii) are signatories to the BMI-03 Radio Station License (collectively, "Licensees").

9 east 53" street 5'" floor, new york, newyork 10022 phone: 212.308A311 fax: 212754.9288 web: www.radiomlc.corn e-mail:keith radiomlc.corn or [email protected] 9 Exhibit A

AADIO MUSIC LICENSE COMMITTEE

The parties agree as follows:

1. (a) For the period January 1, 1997 through December 31, 2000, the interim license terms and interim license fees billed to and payable by local radio stations pursuant to the Interim Radio Station Licenses shall be considered final terms and license fees, subject to BMI's right to audit pursuant to those licenses. BMI's right to collect unpaid license fees shall in no way be prejudiced by this paragraph. The Interim Radio Station Licenses are incorporated herein by reference for all Licensees whose licenses commence prior to December 31, 2002. The Interim Radio Station Licenses are available at BMI.corn at www.bmi.corn/rmlclicense.asp.

(b) For purposes of clarifying the calculation ofgross revenues under the Interim Radio Station Licenses, Licensees shall include "Net Promotional Revenue," which means all billings that station receives from third parties for the direct or indirect promotion oftheir businesses via the broadcast facilities ofthe station other than paid programs or commercial announcements (such as, but not limited to, bridal or craft shows, direct mailings, special sponsored events or publications, produced and promoted by the station), less those out-of-the-ordinary costs, such as booth rentals, printing and mailing expenses and cost of goods sold, that would not have otherwise been incurred without the promotional activity. Deductible costs may not exceed the cash payments received.

2. For the period January 1, 1997 through December 31, 2002, interim license fees payable and license terms for individual local radio stations pursuant to the Interim BMI-Local Radio Station Streaming License, as ordered by the BMI rate court on October 31, 2001, in the Hicks Proceeding, shall be considered final license fees and terms, subject to audit. BMI's right to collect unpaid license fees shall in no way be prejudiced by this paragraph. To the extent that a station has signed a BMI Internet license and paid fees thereunder for streaming for calendar year 2003, those fees will be applied to any final fees due for 2003 under this Agreement.

3. Industry-wide BMI broadcast license fees for all Licensees for the period January 1, 2001 through December 31, 2006 shall equal one billion forty million dollars ($ 1.04 billion) plus the difference between $ 152 million and the aggregate fees payable to BMI for 2002, pursuant to Interim Radio Station Licenses (the "Industry-wide Fees") (subject to audit). BMI retains the right to audit for the years 2001 and 2002 pursuant to the terms ofthe Interim Radio Station Licenses.

4. The Industry-wide Fees shall be payable to BMI annually pursuant to the following schedule (the "Annual License Payments"):

9 east 53'treet 5'" floor, new york, new york 10022 phone: 212,308.4311 fax: 212.754.9286

10 Exhibit A

IIADID MUSIC

Zl M M IL& Ill

2001 $149 million

2002 $152 million plus the difference between $152 million and industry-wide fees payable for 2002 to BMI pursuant to Interim Radio Station Licenses (subject to audit)

2003 - $ 163 million

2004 - $ 176 million

2005 $ 192 million

2006 - $203 million

5. Each local radio station's share ofthe Annual License Payments shall be determined in accordance with the provisions ofthe license fee allocation formula developed by the COMMITTEE attached as Exhibit B to the License. By August 1 ofeach year starting 2003, BMI will provide the COMMTTEE with the data needed to make the allocation for the following year. By no later than October 1 ofeach year starting 2003, the COMMTTEE shall notify BMI ofthe allocation of license fees to each station for the following calendar year.

6. For the period January 1, 2003 through December 31, 2006, aggregate Industry-wide Streaming License Fees for all Licensees shall equal $2 million (the "Industry-wide Streaming Fees"). The Industry-wide Streaming Fees shall be payable to BMI annually pursuant to the following schedule (the "Annual Streaming Payments"):

2003 - $350,000

2004 - $450,000

2005 - $550,000

2006 - $650,000

7. Each local radio station's share ofthe Annual Streaming Payments shall be determined in accordance with the provisions ofthe license fee allocation formula developed by the COMMITTEE and attached as Exhibit C to the License and shall be payable in full in BMI's January billing. By no later than July 1 ofeach year, BMI shall advise the COMMITTEE ofthe stations that BMI is aware ofwhich are streaming their signals, and the COMMTTEE shall submit a complete list of streaming stations to BMI by no later than October 1 of each calendar year Rom 2003-06. 9 east 53" street 5 floor, new york, new york 10022 phona 212.308.4311 fax: 212.754.9286 web: www.radiomlc.corn e-mail:keith radiomlc.corn or radiomlceaol.corn 11 Exhibit A

RAOIO MUSIC LICENSE COMMITTEE

2 i /M L+M&T K

8. (a) BMI and the COMMITTEE anticipate that, for the years 2001 and 2003 through 2006, actual fees payable by Licensees may be higher (or lower) than the Annual License Payments for a given year as a result of changes in the number of individual local radio stations licensed pursuant to the Licenses, changes in the license status (~e, &om the Blanket to the Per Program License, or vice versa) ofpreviously licensed stations, or changes in individual station license fees arising out ofBMI audits for calendar year 2001. In the event that the fees payable by Licensees for any calendar year are greater (or less) than the Annual License Payments for that calendar year (exclusive ofInstance Fees payable by per program stations pursuant to paragraph 12B(2) ofthe BMI-03 Radio Station License), such overpayment (or underpayment) will be deducted &om (or added to) the Annual License Payments in the following calendar year. BMI shall bill or credit each Station its allocable share ofthe over/underpayment within the first quarter ofthe following year and payment of any underage billed is due upon receipt. Ifthere is an over/underpayment for 2006, the parties agree that a billing or credit will be issued by BMI within the first quarter of 2007.

(b) Ifa new station(s) becomes licensed hereunder in any year &om 2003- 06 that did not have a BMI Blanket or Per Program License on the date this Agreement is executed and that was not licensed under a BMI/NRBMLC license for any period &om 1997-2002, such station will pay the minimum fee for the first year it is licensed hereunder, Minimum fees paid by new stations shall be in addition to the Annual License Payments set forth in paragraph 4 above for each year, subject to being offset by portions of fees allocated to stations that go off air during that year. For the second and subsequent years licensed hereunder, such station shall pay its allocated share ofthe Annual License Payments and Annual Streaming Payments for that year.

(c) The parties further agree that to the extent that BMI collects any incremental increased fees resulting from an involuntary license change, as described in paragraph IV.D ofthe Radio Music License Committee Methodology For Industry-Wide License Fee Allocation For The Period January 1, 2001 through December 31, 2006, such incremental increased fees (exclusive of late payment charges) collected by BMI shall be deducted from the Annual License Payments owing to BMI in the following calendar year. BMI and the COMMITTEE further agree that to the extent BMI incurs costs for collection of any such fees, including court costs and fees, arbitrators'ees and arbitration costs and fees, but excluding any attorneys'ees, BMI and the COMMITTEE will share equally such costs. BMI will advise the COMMITTEE of any such costs at the end of each six month period starting January 1, 2004, and the COMMITTEE will reimburse BMI for its share of such costs.

(d) The parties further agree that if any station(s) that had been licensed by BMI under a NRBMLC Single Station Blanket or Per Program License Agreement (the "NRBMLC Radio License") properly elects to become licensed hereunder, the

9 east 53"'treet 5'" floor, new york, new york 10022 phone: 212.308.4311 fax: 212.754.9286

12 Exhibit A

Annual License Payments will be increased in the amount ofthe annual license fee previously billed to that station for the prior year, plus an incremental amount equal to the station's prior year license fee times a factor equal to the percentage difference between the Annual License Payments owing by the industry to BMI in the prior calendar year and the Annual License Payments owing by the industry in the current (and each subsequent) calendar year(s), (e.g., approximately 8% between 2003 and 2004).

9. The above schedules ofAnnual License Payments and Annual Streaming Payments are for allocation of annual payment purposes only. The parties have not reached agreement on what portions ofthe Industry-wide License Fees and the Industry-wide Streaming Fees are attributable to individual years during the Current License Period. By agreeing to an Industry-wide Fee for the period 2001-2006, the parties have expressly not agreed that the Annual License Payments herein comprise reasonable license fees for a particular year but instead reflect arbitrary yearly allocations for the convemence of both the Licensees and BMI. Each party hereto is f'ree to make whatever internal allocations it deems reasonable and appropriate for its own internal business purposes. The allocation of fees to any particular calendar year shall not be considered in connection with the determination of final fees for any subsequent period, for local commercial radio stations, or any other user of BMI music, and shall not be offered as evidence by any party for any purpose in any proceeding concerning the determination ofreasonable BMI final license fees. BMI may, if it so desires, elect to allocate a portion ofthe per program license fees to the administration ofthe per program license, but any such allocation by BMI shall not mean there has been implied or expressed acceptance by the COMMTTEE.

10. If, during the term of this Agreement, BMI licenses any radio network that provides programming that is broadcast by Licensees as part oftheir over- the-air programming, or the simultaneous streaming oftheir over-the-air programming on Licensees" web sites the Annual License Payments pertaining to the periods of such third-party network license agreements shall be adjusted downward in an appropriate amount. BMI and the COMMTTEE will confer and attempt to reach agreement concerning the appropriate amount ofany such fee adjustments and such agreement shall be binding on all Licensees, IfBMI and the COMMITTEE are unable to agree on the level of such fee adjustments, either party may initiate a proceeding to determine the matter pursuant to Section XIV ofthe consent decree, as amended, in U.S. v. BMI (S.D.N.Y. Docket No. 64 Civ. 3787).

11. BMI and the COMMITTEE are entering into this Agreement without prejudice to any arguments or positions they may assert in any future rate proceeding concerning what constitutes reasonable blanket license, per program license or streaming license fees and terms for local commercial radio stations.

9 east 53'" street 5'" floor, new york, new york 10022 phone; 212.308.4311 fax: 212.754.9286

13 Exhibit A

LICENSE CO4CMITTES

12. BMI and the COMMITTEE agree to confer no later than February 1, 2006 to seek to agree upon final (and, ifnecessary, interim) license fees for periods subsequent to the Current License Period. In the event that BMI and the COMMTTEE are unable to agree on such fees prior to September 1, 2006, the parties shall engage in non-binding mediation for a period of 60 days or such longer time as BMI and the COMMITTEE may jointly agree (the "Mediation Period"). Nothing herein shall affect the rights ofBMI, the COMMITTEE or any Licensees, subsequent to the expiration ofthe Mediation Period, to seek a determination ofreasonable fees or the fixing of interim fees for the period commencing January 1, 2007, pursuant to Section XIV ofBMI's Consent Decree.

13. In light ofthe fact that this Agreement provides for (i) a new methodology for calculating blanket and per program license fees, (ii) a new per program license structure, and (iii) a license covering streaming ofa radio station signal on the Internet, no party shall be prejudiced by entering into this Agreement with respect to any argument it may raise in regard to licenses for any period subsequent to that covered by this Agreement, including but not limited to the level of license fees that are reasonable for radio station performance licenses, the methodology for calculating license fees or the structure ofsuch license fees that are reasonable for commercial radio stations.

Please indicate your agreement to the above by signing on the line provided below:

Very truly yours, s/Randall Mavs Chairman Radio Music License Committee

AGREED TO: s/Marvin L. Berenson Senior Vice President and General Counsel Broadcast Music, Inc.

Dated: August 5. 2003

9 east 53~ street 5" floor, new york, new york 10022 phone: 212.308A311 fax: 212.754.9288 web: www.radiomlc.corn e-mail:keitheradiomlc.corn or radiomlceaol.corn 14 RMLC Allocation Exhibit B

Radio Music I icense Committee Methodology For Industry-Wide License Fee Allocation for the Period January 1, 2001 through December 31, 2006

I. Allocation of Indust -Wide Fees for Calendar Years 2001 and 2002

A. For calendar years 2001 and 2002, final license fees for each station shall equal the stations'nterim license fees payable to BMI, subject to audit, pursuant to the interim BMI- Local Radio Station Blanket and Per Program Licenses (the "Interim Licenses").

II. Allocation of Indust -Wide Fees for Calendar Year 2003

A. For calendar year 2003, each station shall pay final license fees equal to its "2002 Benchmark Fee," plus an incremental amount equal to the percentage difference between the final industry-wide fees payable to BMI for calendar year 2002 (which are estimated to be approximately $ 157.7 million) and $ 163 million. (If final industry-wide fees for calendar year 2002 are $ 157.7 million, each station's fees for calendar year 2003 shall equal its 2002 Benchmark Fee amounts plus 3.4 %,)'.

Each station's "2002 Benchmark Fee" shall equal the final amount payable by the station to BMI in calendar year 2002, subject to the following exceptions.

(i) In the event a station switched &om a BMI blanket to a BMI per program license, or vice versa, during calendar year 2002, the station's 2002 Benchmark Fee shall equal the annualized amount that the station would have paid to BMI had the station been operating for the entire calendar year 2002 pursuant to the form of license under which it was operating as of December 31, 2002. (For example, if a station switched from a BMI blanket to a BMI per program license effective July 1, 2002, the station's 2002 Benchmark Fee would be equal to two times its per program license fees for the months of July through December 2002.)

(ii) The 2002 Benchmark Fee of a station that was newly licensed by BMI during calendar year 2002 shall equal the annualized amount ofthe fees that the station would have paid to BMI if it had operated under a BMI license for the entire year. (For example, the 2002

'or new stations in 2003 and stations operating under a new license type (blanket or per program) in 2003, see sections IV and V below.

If, as a result of a BMI audit in regard to 2002, a station's fees payable to BMI for 2002 differ from the amount initially established as the station's 2002 Benchmark Fee, such 2002 Benchmark Fee shall be adjusted accordingly as soon as practicable, To the extent that such a change in an audited station's 2002 Benchmark Fee would have resulted in an adjustment in the fees allocated to that station for any years subsequent to 2002, the fees allocated to the audited station in the nearest subsequent calendar year shall include an amount equal to the difference between the fees initially allocated to that station commencing in calendar year 2003 and those that would have been allocated to the station as a result ofthe adjustment to that station's 2002 Benchmark Fee.

15 RMLC Allocation Exhibit B

Benchmark Fee ofa station that was first licensed by BM as ofJuly 1, 2002 shall equal two times the amounts the station owed to BMI for calendar year 2002.)

IH. Allocation of Industrv-Wide Fees for Calendar Years 2004 through 2006

For calendar years 2004 through 2006, each station's license fees shall equal its "2003 Benchmark Fee," plus an allocated portion ofthe difference between the aggregate industry-wide 2003 Benchmark Fees for all stations and the Annual License Payments owing by the industry to BMI (the "Incremental Industry-Wide Amount")."

A. Step One: Calculation of2003 Benchmark Fee

(i) The "2003 Benchmark Fee" for stations operating under a blanket license shall equal the annual license fees payable by a station to BM in calendar year 2003 if it operated throughout 2003 under the same license type as in the allocation year.

(ii) The "2003 Benchmark Fee" for stations operating under a per program license shall consist oftwo parts:

(a) a base fee equal to the station's "base fee" for calendar year 2003, as that term is defined in the BM interim per program license; and

(b) a supplemental fee, calculated based upon the number ofweighted program periods per week that the station broadcasts, as follows:

'or new stations in 2003 through 2006 and stations operating under a new license type (blanket or per program) in 2004 through 2006, see sections IV and V below.

Pursuant to the July 21, 2003 Letter Agreement between BMI and the Radio Music License Committee (the "Letter Agreement"), Annual License Payments shall equal $ 176 million in 2004, $ 192 million in 2005, and $208 million in 2006, subject to any adjustments to the Annual License Payments for a given year pursuant to Paragraph 8 ofthe Letter Agreement.

RMLC Allocation Exhibit B Weighted Programming Periods'er Supplemental Fee Week With BMI Music 0 None ("Base Fee Only")

1 — 4 9% ofbase fee ('inimum Supplemental Fee") 5 — 20 45% ofbase fee ('edian Supplemental Fee") 21- 90 200% ofbase fee ("Maximum Supplemental Fee") 91- blanket license only

B. Step Two: Allocation OfIncremental Industrv-Wide Amount

The Incremental Industry-Wide Amount shall be divided between: a) stations that are licensed as ofJuly 1 ofthe preceding calendar year (ee,, July 1, 2004 for allocation of fees in calendar year 2005) pursuant to a BMI per program license (the "Per Program Group"); and b) stations that are licensed as ofJuly 1 ofthe preceding calendar year pursuant to a BMI blanket license (the Blanket Group").

(i) Per Program Group Allocation ofIncremental Industry-Wide Amount

For each ofthe years 2004, 2005 and 2006, each station in the Per Program Group shall be assigned an allocated portion ofthe Incremental Industry-Wide Amount equal to the base fee portion of its 2003 Benchmark Fee times a fetor equal to the percentage difference between the Annual License Payments owing by the industry to BMI in calendar year 2003 and the Annual License Payments owing by the industry to BMI in the relevant calendar year (or approximately 8% in 2004, an additional 9.1% in 2005 and an additional 8.3% in 2006) (the "Incremental Base Fee Amount"). (The precise factor to be applied shall be determined based upon the actual Annual License Payments owing in a particular year, as calculated pursuant to Paragraphs 4 and 8 ofthe Letter Agreement.)

For purposes ofthis methodology, "programming periods" shall mean 15-minute periods following the start of each hour. The following weights shall be used for purposes ofcalculating a station's fifteen-minute weighted programming periods:

Time Period Applicable Weight

Weekdays: Midnight to 6:00 a.m. .25 6:00 a.m. — 10:00 a.m. 1.00 10:00 a.m. — 3:00 p.m. .50 3:00 p.m. — 7:00 p.m. .75 7:00 p.m. — Midnight .50 Weekends: Saturdays and Sundays .25 RMLC Allocation Exhibit B

(a) For the six-month period commencing January 1, 2004, the determination ofwhether a station is a Base Fee Only, Minimum Supplemental Fee, Median Supplemental Fee or Maximum Supplemental Fee Station (as set forth in Section III.A.(ii) above) shall be based upon the average number ofweighted programming periods transmitted by the station during the period January through April 2003, unless the station notifies BM and the Radio Music License Committee in writing ofan expected change in its music usage by no later than November 1, 2003. For each subsequent six-month period, it shall be presumed that the station will continue to operate under this same form ofper program license unless the station provides notice to BM of a change in its per program license form pursuant to Section IV below.

(ii) Blanket Group Allocation ofIncremental Industrv-Wide Amount The aggregate portion ofthe Incremental Industry-Wide Amount payable by the Blanket Group shall equal the difference between the total Incremental Industry-Wide Amount and the portion ofthe Incremental Industry-Wide Amount Payable by the Per Program Group and the New Station Group. The Blanket Group's portion ofthe Incremental Industry-Wide Amount shall be divided into the following three categories:

a) 65.7% ofthe Blanket Group's portion ofthe Incremental Industry- Wide Amount shall be payable by stations in the top 100 Metro Service Areas ('MSA's") with MSA average quarter hour (AQH) audience based upon total week audience by persons 12+ ("AQH Audience") as measured by Arbitron, Inc. during the Spring and Fall ratings periods of the second preceding year (the "Arbitron Base Ratings Period") of 5,000 or more (Group A) Lee„. a station in the 25th MSA with an AQH Audience of 10,000 during the Spring and Fall 2003 ratings period will be a Group A station in 2005);

b) 5.6% ofthe Blanket Group's portion ofthe Incremental Industry- Wide Amount shall be payable by stations in the top 100 MSA's with MSA AQH Audience in the Arbitron Base Ratings Period of less than 5,000 (Group B); and

c) 28.7% ofthe Blanket Group's portion ofthe Incremental Industry- Wide Amount shall be payable by stations located outside ofthe top 100 MSA's in the Arbitron Base Ratings Period (Group C).

AQH Audience for stations located in more than one MSA in the top 100 (e.g., Nassau-Suffolk (Long Island), NY and New York, NY) is measured in the larger MSA.

18 RMLC Allocation Exhibit B

(iii) Allocation OfIncremental Industry-Wide Amount Among Group A Stations

For each ofthe years 2004, 2005 and 2006, the Group A Incremental Industry-Wide Amount shall be allocated to each Group A station in proportion to its share ofthe total Group A AQH Audience, based upon an average ofthe AQH Audience in the Arbitron Base Ratings Period. (For example, allocation ofthe Group A Incremental Industry-Wide Amount for calendar year 2004 shall be based upon each Group A station's share ofthe total Group A AQH Audience as measured by Arbitron in its Spring 2002 and Fall 2002 ratings periods. A Group A station with 0.1% ofthe total Group A AQH Audience in Spring 2002 and Fall 2002 shall be allocated 0.1% ofthe Group A Incremental Industry-Wide Amount in 2004.)

(iv) Allocation OfIncremental Industry-Wide Amount Among Group B Stations

For each ofthe years 2004, 2005 and 2006, each station in the Blanket Group B shall be assigned an allocated portion ofthe Incremental Industry-Wide Amount equal to its 2003 Benchmark Fee times a Gator equal to the percentage difference between the total Annual License Payments owing by Group B to BM in calendar year 2003 and the Annual License Payments owing by that Group to BM in the relevant calendar year. (For example, ifthe total fees payable by Group B in 2004 are S% higher than the fees owing to BM by Group B in 2003, each Group B station's share ofthe Group B Incremental Industry-Wide Amount shall be calculated by multiplying the station's 2003 Benchmark Fee times S%.)

(v) Allocation OfIncremental Industry-Wide Amount Among Group C Stations

For each ofthe years 2004, 2005 and 2006, each station in the Blanket Group C shall be assigned an allocated portion ofthe Incremental Industry-Wide Amount equal to its 2003 Benchmark Fee times a factor equal to the percentage difference between the total Annual License Payments owing by Group C to BM in calendar year 2003 and the Annual License Payments owing by that Group to BM in the relevant calendar year. (For example, ifthe total fees payable by Group C in 2004 are S% higher than the Res owing to BMI by Group B in 2003, each Group C station's share ofthe Group C Incremental Industry-Wide Amount shall be calculated by multiplying the station's 2003 Benchmark Fee times 8%.)

1V. Chants Between Blanket and Per Program Status

A. Any station that changes Rom a "music format" to a "non-music format" (and any "non-music format" station that is operating under a blanket license) in any ofthe years 2004 through 2006 shall have the right to switch, as ofJanuary 1 and July 1 ofa given year, on no less than sixty (60) days advance written notice, 5om a BMI blanket to a BM per program

A "music format" station is any station that makes some feature use ofBMI music in more than 90 of its fifteen-minute weighted programming periods in any given week; a "non-music format" station is any station that makes some feature use ofBM music in 90 or fewer of its fifteen- minute weighted programming periods in any given week.

19 RMLC Allocation Exhibit B license. A station that switches as of July 1 shall pay one-half ofthe annual fee it owes under the blanket license and one-half the annual fee it owes under the per program license during the year ofthe switch. The annual per program license fee of a station that changes fi om a blanket to a per program license in 2003 through 2006 shall consist oftwo parts: (i) a base fee, which applies to all new per program stations, equal to 17.4% ofthe station's previously applicable blanket license fees for the calendar year in which the switch occurs and (ii) a supplemental fee as set forth in paragraph III.A,(ii) above.

B. Any station that changes from a non-music format to a music format in any ofthe years 2003 through 2006 shall be required to switch irom a BMI per program license to a BMI blanket license as ofthe succeeding January 1 or July 1, whichever is sooner. A station that switches as ofJuly 1 shall pay one-halfofthe annual fee it owes under the per program license and one-halfthe annual fee it owes under the blanket license during the year ofthe switch. The annual blanket license fee of a per program license station that changes from a per program to a blanket license in 2003 through 2006 shall equal 5,75 times the station's previously applicable per program base fee for the calendar year in which the switch occurs.

C. For the period commencing January 1, 2004, any station operating under a per program license shall notify BMI and the Radio Music License Committee that it has changed &om a non-music format to a music format, or of a change in the number ofweighted programming periods with BMI music that the station broadcasts per week that would affect the amount ofthe station" s Supplemental Fee payment, within thirty (30) days after such a change.

0, In the event it is determined that a station has elected a form of license to which it is not entitled, the station shall be treated for purposes of fee allocation as if it were licensed pursuant to the properly applicable form of license beginning as ofthe nearest preceding January 1 or July 1 preceding the date as ofwhich it is determined that the station had elected a form of license to which it is not entitled (an "involuntary change of license"). A station that is subject to an involuntary change of license shall be required to pay to BMI the full amount ofthe license fees that the station would have been required to pay under the applicable form of license, plus interest in the amount of 1% per month calculated on the difference between the fees previously paid by the station to BMI and the fees owing under the applicable form of license. Any additional amounts owing by a station as a result of an involuntary change of license shall be billed to the station in the nearest practicable January or July following such an involuntary license change.

(i) If as result of any involuntary changes of license, fees payable to BMI for any given year exceed the Industry-Wide Amount owing to BMI pursuant to Paragraph 4 ofthe BMI-Committee Agreement, any such excess amount paid to BMI shall be credited against the fees owing by the industry to BMI pursuant to the provisions ofParagraph 8,c, ofthe BMI- Committee Agreement.

'his includes stations that: (1) elected a per-program license and should have been on a blanket license; (2) stations that correctly elected a per-program license and should have, but failed, to pay a supplemental fee; and (3) stations that paid an insufficient supplemental fee.

20 RMLC Allocation Exhibit B

(ii) For the six month period commencing with the nearest January or July following the date as ofwhich a station is subject to an involuntary change of license, a station may only elect the appropriate form of license that the station should have elected previously, or another license form with a higher fee amount.

(iii) A station shall be deemed to have elected a form of license to which it is not entitled if it fails to notify BMI and the Radio Music License Committee that it has changed from a non-music to a music format, or ofa change in the number ofweighted programming periods with BMI music that it broadcasts per week that would affect the amount ofthe station's Supplemental Fee payment, either within thirty(30) days after such a change or sixty (60) days in advance ofthe nearest subsequent January 1 or July 1.

V. New Stations

A. Any station with a new FCC license in 2003 through 2006 and any station unlicensed by BMI prior to 2003 is considered a "New Station" for every year it is licensed during 2003 through 2006. (Collectively, the New Stations shall be referred to as the "New Station Group.") A New Station with a music format shall be licensed under a blanket license and a New Station with a non-music format shall have the option of being licensed under the per program license or the blanket license. A New Station licensed for only a portion ofthe first calendar year of its license shall pay a pro-rata portion ofthe annual fee in that year.

(i) The annual blanket license fee in the years 2003 through 2006 for any New Station that is either located outside an MSA, or that had no reported AQH audience within its MSA in the Arbitron Base Ratings Period, shall equal the following minimum fee amounts: $684 in 2003; $744 in 2004; $804 in 2005; and $876 in 2006.

(ii) The annual per program license fee in the years 2003 through 2006 for any New Station that is either located outside an MSA, or that had no reported AQH audience within its MSA in the Arbitron Base Ratings Period, shall equal a minimum fee calculated in two parts: (a) a base fee, which applies to all New Stations electing a per program license, equal to $ 120 in 2003, $ 132 in 2004, $ 144 in 2005 and $ 156 in 2006; and (b) a supplemental fee as set forth in paragraph III,A. (ii) above.

(iii) The annual blanket license fee in the years 2003 through 2006 for any New Station located in an MSA that had a reported AQH audience within its MSA in the Arbitron Base Ratings Period shall equal the minimum annual blanket license fee for the relevant year reflected in subparagraph i) ofthis section times one-one hundredth ofthe average number

For example, if it is determined in August 2004 that a station that elected a Base Fee Only per program license made feature uses ofBMI music in 4 weighted programming periods in May 2004: a) in January 2005, the station will be billed by BMI an amount equal to 9% of its base fee, plus 1% per month interest for the period January through December 2004; and b) for the period January 1, 2005 through June 30, 2005, the station will be deemed to have elected a per program license with a supplemental fee equal to 9% of its base fee amount, or, ifthe station chooses, either a per program license with a higher supplemental fee amount or a blanket license. RMLC Allocation Exhibit B of listeners to the station in the Arbitron Base Ratings Period. (For example, a New Station that elects a blanket license as ofJanuary 1, 2004, which had average reported AQH audience within its MSA of300 listeners in the 2002 Spring and Fall ratings periods, would pay blanket license fees in 2004 equal to 3 (or 1/100 x 300) times $744, or $2,232. A New Station that elects a blanket license as ofJanuary 1, 2004, that had no reported audience within its MSA in 2002 or 2003, but which has average reported AQH audience within its MSA of 300 listeners in the 2004 Spring and Fall ratings periods, would pay blanket license fees equal to $744 in 2004, $804 in 2005, and 3 (or 1/100 x 300) times $876, or $2628 in 2006.)

(iv) The annual per program license fee in the years 2003 through 2006 for any New Station located in an MSA that had a reported AQH audience within its MSA in the Arbitron Base Ratings Period shall be calculated in two parts: (a) a base fee that equals the minimum annual base per program license fee for the relevant year reflected in subparagraph ii) ofthis section times one-one hundredth ofthe average number of listeners to the station in the Arbitron Base Ratings Period; and (b) a supplemental fee as set forth in paragraph III.A.(ii) above. (For example, a New Station electing a per program license as ofJanuary 1, 2004, that had an average reported AQH audience within its MSA of 300 listeners in the 2002 Spring and Fall ratings periods, and that makes some feature use ofBMI music in 10 weighted programming periods in a given week, would pay a base fee in 2004 equal to 3 (or 1/100 x 300) times $ 132, or $396, and a supplemental fee of $396 times 45% or $ 178.20. A New Station making some feature use ofBMI music in 10 weighted programming periods in a given week, that elects a per program license as ofJanuary 1, 2004, and that had no reported audience within its MSA in 2002 or 2003, but which has average reported AQH audience within its MSA of300 listeners in the 2004 Spring and Fall Ratings periods, would pay: a base fee equal to $ 132 and a supplemental fee equal to $59.40 in 2004; a base fee of$144 and a supplemental fee of$64,80 in 2005; and a base fee equal to 3 (or 1/100 x 300) times $ 156, or $468, and a supplemental fee of $450 times 45% or $210.60 in 2006.)

(v) Any New Station that changes &om a music format to a non-music format may switch, upon 60 days notice, as of January 1 and/or July 1 ofa given year to a per program license and pay the per program license fee set forth in subparagraphs ii) and iv) above. Any New Station that changes 5'om a non-music format to a music format is required to switch as of the succeeding January 1 or July 1, whichever is sooner, to a blanket license and pay the blanket license fee set forth in subparagraphs i) and iii) above. A New Station that switches as ofJuly 1 shall pay one-halfofthe annual fee it owes under the blanket license and one-halfthe annual fee it owes under the per program license during the year ofthe switch.

B. Any station that is a "move-in" station in 2003 through 2006 shall be considered a New Station for every year it is licensed during 2003 through 2006 and its fees shall be determined as in V.A. above, provided, however, that the amount ofa move-in station's fees shall in no event be lower than they would have been had the station not moved in.'

A "move in" station is an existing station that moves into a new market by means ofa change in its signal (for example by relocating its transmitting tower, changing its city of license or changing its fi'equency).

22 Exhibit C

Radio Music License Committee Methodology for Industry-wide BMI Streaming License Fee Allocation for the Period Prom Janua 1 2003 throu h December 31 2006

1. For the period January 1, 2003 through December 31, 2006, BMI and the Radio Music License Committee have reached agreement on the payment of license fees (the "Industry-wide Streaming Fees") for the rights to publicly perform music contained in the BMI repertory by means of the simultaneous transmission of local commercial radio stations'ver-the-air signals over the stations'eb sites, in the aggregate amount of $2 million dollars, payable pursuant to the following schedule: $350,000 in calendar year 2003; $450,000 in calendar year 2004; $550,000 in calendar year 2005; and $650,000 in calendar year 2006 (collectively "Annual Industry-wide Streaming Payments").

2. The Annual Industry-wide Streaming Payments shall be allocated among individual radio stations as follows:

(a) Each local radio station that is streaming its over-the-air broadcast signal over an internet website on March 31st of a given calendar year ("Streaming Station") shall be assigned a streaming license fee equal to:

for calendar year 2003, $300; for calendar year 2004, $350; for calendar year 2005, $400; and for calendar year 2006, $450.

(b) The difference between the total amounts payable by Streaming Stations in a given year and the Annual Industry-wide Streaming Payments for that year (the "Remaining Amount") shall be payable by all stations that are not streaming their over-the-air signals on an internet website on March 31 of that year ("Non-Streaming Stations"). The Streaming License Fees for Non- Streaming Stations shall be calculated by dividing the Remaining Amount by the total number of Non- Streaming Stations in that year. (For example, assume there are 500 Streaming Stations, and 9,500 Non- Streaming Stations on March 31, 2003. The Remaining Amount shall equal the Annual Industry-wide Streaming Payment for calendar year 2003 ($350,000) minus the total Streaming License fees payable by Streaming Stations ($300 x 500 Streaming Stations = $ 150,000) or $200,000. Each Non-Streaming Station shall be assigned a Streaming License Fee for 2003 of $200,000/9,500 or $21.05.)

3. In the event the total fees payable by Streaming Stations in a given year under the above schedule would exceed the Annual Industry-wide Streaming Payment for that year, the fees payable by each Streaming Station shall be reduced by such amount as is necessary to make the total fees payable by Streaming Stations equal to the Annual Industry-wide Streaming Payment for that year. For example, if there are 2,000 Streaming Stations on March 31, 2005, the Streaming License Fees payable by each Streaming Station will be $275 (which equals the Annual Industry-wide Streaming Payment of $550,000 divided by 2,000 Streaming Stations).

23 BMI-03 Exhibit D L E Radio Station Blanket / Per Program License Agreement

Report of Annual Gross Revenues (Broadcasting and Streaming) Calendar Year Station Call Letters Account Number Reporting For

Legal Name of Licensee FCC Community of License

(City) (State) Indicate your station's annual gross revenue for broadcasting 8 streaming by checking the appropriate boxes below. Please fax a completed copy of this form to (615) 401-5767 or mail to Attn: Media Licensing Accounting, 10 Music Square East, Nashville, TN 37203&399. BMI-03 Exhibit D: Broadcastin Revenue From To From To $1 to $99,999 ':;.:„"l $4,500,000 to $4,999,999

$ 100,000 to $199,999 I:::: "j $5,000,000 to $ 5,999,999 $200,000 to $299,999 i--'''.,: $6,000,000 to $6,999,899 $300,000 to $399,999 $7,000,000 to $7,999,999 $400,000 to $499,999 $8,000,000 to $8,999,S99 $500,000 to $599,999 $9,000,000 to $9r999,999 $600,000 to $699,999 $ 10,000,000 to $ 14,999,999 $700,000 to $798,999 $15,000,000 to $19,999,999 $800,000 to $899,999 $20,000,000 to $24,999,999 $900,000 to $999,999 $25,000,000 to $29,999,999

$ 1,000,000 to $ 1,499,999 $30,000,000 to $34,999,999 $ 1,500,000 to $ 1,999,999 $35r000,000 to $39,999,999 $2,000,000 to $2,4S9,999 $40,000,000 to $44,999,999

$2,500,000 to $2r999,999 $45,000,000 to $49,999,999

$3,000,000 to $3,499,999 I $50,000,000 to $54,999,999 $3,500,000 to $3,999,9S9 $55,000,000 to $59r999,999 $4,000,000 to $4,49S,999 $60,000,000 and above

BMl-03 Exhibit E: Streamin Revenue From To From To $0 No Streaming Revenue $500,000 to $749,999 $1 to $ 16,OOO $750rooo to $999,999 $ 16,001 to $ 29,999 $ 1,000,000 to $1,499,999

$30,000 to $49,999 I $ 1,500,000 to $1,999,999 ''','99,999

$50,000 to !: ..:. I $2,000,000 to $2&499,999 $ 100rooo to $ 148,999 $2,500,000 to $2,999,999 $ 150,000 to $ 199,999 $3,000,000 to $3,999,999 c3 $200,000 to $29S,999 $4,000,000 to $4,999,999 C3 $300,000 to $499,999 !::"-':,:I $5,000,000 to above

(Authorized Signatory) (Date)

BMI (Print Name of Signatory) (Title of Signatory)

"" BMI and the music stand symbol are registered trademarks of Broadcast Music, Inc. NEW YORK + NASHVILLE + LOS ANGELES + ATLANTA+ MIAMI + PUERTO RICO + LONDON

ASCAP 2004 Radio Station License Agreement

AGREEMENT made between American Society of Composers, Authors and Publishers (ASCAP) and

for radio station (Legal Name of LICENSEE) Call Letters FCC Community and Band Frequency of License (oity) (state)

Please Check Appropriate Box and Complete

A corporation organized under the laws of the State of

A limited liability company organized under the laws of the State of

A partnership consisting of

An individual residing at

(hereinafter "LICENSEE") licensing the Radio Broadcasting station ("Station") presently receiving mail at:

(Street Address or P.O, Bos)

(City) (State) (Zip Code) (Telephone ¹mber)

Location of Station: Check box ifsame t2S above.

(Street Address)

(City) (State) (Zip Code) telephone number fax number: e-mail address: with the Radio Station Web Site URL: http://

NY! «! 25924430&QZN006!.DOC$68928.0004 The term of this Agreement commences as of January 1, 2001, and ends on December 31, 2009, unless earlier terminated as hereinafter provided.

2. Definitions.

A. "Background For An Announcement" shall mean mood, atmosphere or thematic music performed as background to an otherwise non-musical commercial, public service or station promotional announcement not exceeding sixty (60) seconds in length.

B. "ASCAP Repertory" shall mean musical works for which ASCAP has the right to license for public performance now or hereafter during the term of this agreement, All compositions written and copyrighted by ASCAP members and in the repertory on the date this Agreement is executed are included for the full term of this Agreement. Compositions written or copyrighted by ASCAP members during the license term are included for the full balance of the term,

C. "Feature Performance" shall mean any performance that is either a principal focus of audience attention, such as a song or other musical composition, whether performed "live" or by means of a recording; or other musical subject matter on a radio program that is not a performance as a theme or signature, bridge, cue or background music, Jingle, or in conjunction with an advertising, promotional or public service announcement or logo.

D, "Incidental Use" shall mean any use of music other than a feature performance, including". music used as a theme or signature; bridge, cue or background music aggregating less than two and one-balf minutes in duration in any fifteen minute Program Period; Background Music For An Announcement; a Jingle; public domain music in arrangements controlled by ASCAP on which ASCAP pays no royalties; and music which is used only incidentally to the broadcast of a news event or sports event,

E. "Interim Radio Station Licenses" shall mean the 1996 ASCAP Local Station Blanket Radio License and the 1996 ASCAP Local Station Per Program Radio License.

F. "Jingle" shall mean a commercial, promotional or public service announcement containing musical material (with or without lyrics) originally written for commercial, promotional or public service announcements, or a musical work originally written for other purposes, with the lyrics changed for commercial, promotional or public service announcement purposes, not exceeding sixty (60) seconds in length and used with the permission of the interested ASCAP writer or publisher member in interest.

G. "Local Management Agreement" shall mean any agreement under which any other entity becomes a Local Manager in regard to Station.

H. "Local Manager" shall mean any entity not under common ownership or control of LICENSEE which is authorized to resell 10% or more of Station's air time and (1) simulcasts or sells announcements on Station in combination with a radio station owned or operated by the entity, which station has entered into an ASCAP Radio Station License Agreement; or (2) has assumed, contractually or otherwise, responsibility for the management of Station.

I. "Program Period" shall mean a one hour period ofbroadcasting for calendar year 2004 and a fifteen (15) minute period ofbroadcasting commencing on the hour and at fifteen (15), thirty (30), and forty-five (45) minutes past the hour without regard to whether such period contains one or more programs or announcements for calendar years 2005 through 2009.

NYl:ll 269244l0&QZN006!.Doc(68928.0004 J. "Radio Broadcasting" shall mean audio "over-the-air" in all of its forms, excluding: (1) transmission or retransmission of an over-the-air broadcast signal on the Internet and (2) FCC-licensed commercial low power audio broadcasting, with similar technical characteristics and requirements as currently defined in 47 C.F.R. Section 73.801 et seq. Radio Broadcasting shall include simultaneous transmission of an FCC-licensed digital broadcast signal identical in content to the Radio Station Signal licensed hereunder.

K. "Radio Station Signal" shall mean Station's FCC-licensed over-the-air radio broadcast transmission.

L, "Radio Station Web Site" shall mean LICENSEE's Internet computer service comprising a series of interrelated web pages which is registered with a domain name registration service and which LICENSEE makes available to consumers over the Internet.

M. "U.S. Territory" shall mean the United States, its Commonwealth, territories and possessions.

3, ASCAP Grant.

A. Over-the-Air-Si nal. ASCAP grants LICENSEE a non-exclusive license to perform publicly in the U,S. Territory, by Radio Broadcasting on Station, non-dramatic performances of all musical works in the ASCAP Repertory during the Term.

B, Internet Streamin . ASCAP grants to LICENSEE for the term a non-exclusive license to publicly perform all musical works in the ASCAP Repertory during the Term by simultaneously streaming the Radio Station Signal over the Internet in the U.S. Territory from the Radio Station Web Site without alteration (except for advertising). LICENSEE shall promptly notify ASCAP in writing upon making its Radio Signal available on its Radio Station Web Site, and upon discontinuing such service.

C. This Agreement does not: license the performance of any dramatico-musical works, such as operas, operettas, musical comedies or plays, in whole or in part; or grant LICENSEE any other rights in the musical compositions licensed under this Agreement.

D. The performances licensed hereunder may originate at any place, whether or not such place is licensed to perform publicly the musical works licensed hereunder, and regardless of the manner, means or methods of such origination. Nothing in this Agreement shall be deemed to authorize LICENSEE to grant to others any performance or other rights in any of the musical compositions licensed under this Agreement, or to extend to the receiver of LICENSEE's Radio Station Signal, or to any place at which the performances licensed by this Agreement originate if other than at Station.

E. Nothing herein shall be construed as authorizing LICENSEE to grant to others, including but not limited to any cable system, satellite carrier (including MMDS or similar wireless services), online services or ISP the right to retransmit to the public or publicly perform by any means, method or process whatsoever, any of the musical compositions licensed hereunder, or as authorizing any receiver of any radio broadcast to perform publicly or reproduce the same by any means, method or process whatsoever.

F. This Agreement licenses the transmission ofthe Radio Station Signal by streaming over the Internet only where consumers access such transmission from a page on the Radio Station Web Site and receive such transmission by means of a personal computer or other device capable of receiving such transmissions. This Agreement does not cover the transmission of the Radio Station Signal by streaming over the Internet where consumers access such transmission directly (as opposed to through a hyperlink to the Station's Web Site) from a page on a third party web site, or any uses of music on the Radio Station Web Site other than as part of the Radio Station Signal. Such other uses shall be subject to appropriate separate licensing. This Agreement does not cover Internet transmissions of the Radio Station Signal where

NY i 0] 25924450&QZN006!.DO&68928.0004 consumers are charged a fee for the right to access such transmissions, or extend to Internet uses of the Radio Station Signal where the Radio Station Web Site is packaged or included on a tier of services for additional consideration, or where Radio Station Signal is offered for resale as a pay or premium audio service either independently or with other web sites or otherwise used by any third party as background audio. Such uses shall be subject to appropriate separate licensing.

4. License Fee; Minimum Fee; Taxes.

A. LICENSEE agrees to pay fees annually to ASCAP hereunder in accordance with the agreement between ASCAP and the Radio Music License Committee ("RMLC") that is attached as Exhibit A to this Agreement, the terms of which are incorporated herein by reference (the "ASCAP/RMLC Agreement"). LICENSEE specifically agrees that LICENSEE will pay its share of the industry-wide fees for each year from 2004 through 2009 allocated to Station by the RMLC under that agreement and in accordance with Exhibit B attached hereto,

B. For each month during the Term hereof commencing January 1, 2004, LICENSEE shall, on or before the first day of the following month, pay to ASCAP a sum equal to one twelfth of the annual fee payable by LICENSEE to ASCAP hereunder for that year as determined by the RMLC pursuant to the allocation formula in the ASCAP/RMLC Agreement.

C. For all periods through December 31, 2003, if Station was licensed under an Interim ASCAP Radio Station License, the license fees due and payable and all the additional terms and conditions that shall be applicable hereunder for such periods, as provided in the ASCAP/RMLC Agreement and LICENSEE shall submit its Annual Statement (or Annual Financial Report) for Station for 2003. The Interim Radio Station Licenses are incorporated by reference for all licensees whose licenses commenced prior to January 1, 2003. The terms and conditions of the Interim Radio Station Licenses will be available at www,ASCAP.corn or www.radiomlc.corn.

D. For the period commencing January 1, 2005, if LICENSEE elects a program period license, then LICENSEE must provide the music use reports required by paragraph 12 below.

E. In the event that the payment of any license fee to ASCAP by LICENSEE pursuant to this Agreement causes ASCAP to become liable to pay any state or local tax which is based upon the license fees received by ASCAP from licensees, the LICENSEE agrees to pay ASCAP the full amount of such tax together with LICENSEE's fee payment(s) as invoiced by ASCAP, within normal payment terms; provided, however, that ASCAP is permitted by law to pass through such tax to LICENSEE; and provided further that LICENSEE and ASCAP will cooperate in making reasonable efforts to be exempt or excused from the tax,

F. ASCAP may impose a late payment charge of 1% per month from the date the payment was due on any monthly payment that is received by ASCAP after the date payment was due and ASCAP may further assess LICENSEE for the full amount of out-of-pocket costs (exclusive of attorneys fees) incurred by ASCAP in connection with collecting such amounts.

5. License Breach.

In the event that LICENSEE shall fail to make payment or submit any report under this Agreement, when and as due, ASCAP may give LICENSEE thirty (30) days notice in writing to cure such breach or default. In the event that such breach or default has not been cured within thirty (30) days of said notice, ASCAP may promptly terminate this License. The right to terminate shall be in addition to any and all other remedies which ASCAP may have in law or equity.

NY1:u 25924440&QZN006DDOD68928.0004 6. Blanket/Program Period Changes,

A. If LICENSEE is operating on a blanket basis as set forth in this Agreement, LICENSEE may, as of the first day of January or July during any calendar year commencing January 1, 2005, upon not less than sixty (60) days prior written notice to ASCAP using the form attached as Exhibit C, a copy of which is to be provided to RMLC by LICENSEE, elect to be licensed on a program period basis as set forth in this Agreement; provided that Station has changed formats from a music to a non-music format and LICENSEE is current in all blanket payments and reports required hereunder as of the effective date of LICENSEE's election.

B. If LICENSEE is operating on a program period basis as set forth in this Agreement, LICENSEE must provide ASCAP with not less than sixty (60) days prior written notice to ASCAP, a copy of which is to be provided to RMLC by LICENSEE, of Station's change of formats from a non-music to a music format and LICENSEE shall be deemed to have elected to be licensed hereunder on a blanket basis as of the next ensuing January 1 or July 1 following the date of such notice.

C. If LICENSEE is operating on a program period basis as set forth in this Agreement, LICENSEE may, as of the first day of January or July, during any calendar year commencing January 1, 2005, upon not less than sixty (60) days prior written notice to ASCAP, using the form attached as Exhibit C, a copy of which is to be provided to RMLC by LICENSEE, elect to be licensed on a blanket basis as set forth in this Agreement, provided that LICENSEE is current in all program period fees and reports due hereunder.

7. Indemnification.

ASCAP will indemnify, save and hold harmless and defend LICENSEE, its advertisers, and their advertising agencies, and LICENSEE's and their officers, employees and artists, from and against all claims, demands and suits that may be made or brought against LICENSEE or them with respect to the performance under this Agreement of any compositions in the ASCAP Repertory that are written or copyrighted by ASCAP members. LICENSEE must give ASCAP immediate notice of any such claim, demand or suit and immediately deliver to ASCAP all papers pertaining thereto. ASCAP will have full charge of the defense of any such claim, demand or suit and LICENSEE agrees to cooperate fully with ASCAP in such defense. LICENSEE may, however, engage its own counsel at its own expense who may participate in the defense of any such action. At LICENSEE's request, ASCAP will cooperate with and assist LICENSEE, its advertisers and their advertising agencies and LICENSEE's and their officers, employees and artists in the defense of any action or proceeding brought against them or any of them with respect to the performance of any musical compositions contained in the ASCAP Repertory, but not copyrighted or written by members of ASCAP. This Paragraph 7 does not apply to performances of any works that may be restricted under Paragraph 12 of this Agreement.

8. Local Management Agreement

A. In the event LICENSEE enters into a Local Management Agreement as defined in Paragraph 2.G. hereof, within thirty (30) days of such agreement (1) LICENSEE shall provide ASCAP with a copy of such agreement and (2) Local Manager shall execute this Agreement in the signature space provided below. By signing this Agreement Local Manager becomes a party to this License Agreement and shall assume, with LICENSEE, all of the rights and obligations set forth in this Agreement for the full period the Local Management Agreement is in effect.

B. In the event LICENSEE becomes a Local Manager by entering into a Local Management Agreement with another station, LICENSEE shall notify ASCAP within thirty (30) days of entering into the agreement.

NY1 u 25924410&QZN006!.DOC$68928,0004 C. In the event that LICENSEE and/or Local Manager do not provide to ASCAP, on a timely basis, the documentation required by Paragraph 8.A., this License Agreement may be terminated by ASCAP on ten (10) days written notice.

D. In the event that the Local Management Agreement provided to ASCAP terminates prior to its stated termination date, LICENSEE and Local Manager shall immediately notify ASCAP of such termination.

9. Assignment.

This Agreement shall enure to the benefit of and shall be binding upon the parties and their respective successors and assigns, but no assignment shall relieve the parties of their respective obligations under this Agreement.

10. Music Vse Reports,

A. All Stations. LICENSEE, upon written request from ASCAP made on not less than one (1) week' notice specifying the period to be covered„agrees to furnish to ASCAP (at ASCAP's request electronically via a secure web site) a report of LICENSEE's performances by Station of all musical works, indicating the compositions performed by title, writer/composer and artist, or by such other convenient method as may be designated by ASCAP but such report need not be furnished for more than one (1) week of each year of the Term.

B, Program Period Stations.

(1) For the calendar years 2005 though 2009, LICENSEE agrees to furnish to ASCAP and the RMLC on thirty (30) days written notice a full, true, complete and accurate report, on forms furnished by ASCAP (at ASCAP's request electronically), for one week per calcu.dar quarter (Quarterly Music Reports), which shall indicate, with respect to all programming during the week, regardless of origin, which have any feature musical content, the following; (a) the full title of each feature performance of a musical work; (b) the date and time ofperformance; and (c) the name(s) of the writer(s)/composer(s) and/or recording artist(s). ASCAP, or a representative of ASCAP, shall advise LICENSEE which week per quarter this will be done. The Quarterly Music Report shall be submitted with respect to all Program Periods, even if no feature music was used (in which case only the requested identifying information need be completed along with the statement "No Music Used"), but shall not be required to include the information set forth in this subparagraph for music in programming from a radio network licensed as a network by ASCAP, music in political programming and music in Program Periods which LICENSEE concedes contain ASCAP music. Every Program Period which contains feature music shall be listed on the report, even if the music falls into one of the exempt categories enumerated herein. In those cases, however, the category of exemption shall be indicated on the report form, listing the name of the network in the case of a network program.

(2) Said report shall be due to ASCAP and the RMLC on or before 30 days after the week to which the report pertains. For the calendar years 2005 though 2009, in the event that LICENSEE shall fail to submit any Quarterly Music Report or fail to report performances of musical compositions as required by Paragraph 10.B(1), the following shall apply;

(a) First Instance: ASCAP shall advise LICENSEE in writing of same and will issue LICENSEE a warning.

(b) Second and all Subsequent Instances: ASCAP shall advise LICENSEE in writing of same and LICENSEE shall pay ASCAP $500 + 5.75 times the program period fee for each of the three months following the month in which the report was due.

NY1 a!259244'!0&QZN006!.DOC!68928.0004 (c) LICENSEE's failure to report timely or correctly may not be cured by LICENSEE's submission of a late report for said period.

(3) For any quarter in which LICENSEE furnishes to ASCAP a complete electronic report of its feature performances of musical works for 24 hours a day, for each day, pursuant to paragraph 10.A., LICENSEE will not be required to submit Quarterly Music Reports,

11. CONFIDENTIALITY

(a) ASCAP shall treat as confidential, and shall not disclose to any third party (other than its employees, directors and officers and agents, in their capacity as such, on a need-to-know basis, and other than that as set forth in subparagraph (b) below), any financial or other proprietary documents or information provided to ASCAP by LICENSEE in connection with this Agreement; provided, however, that if ASCAP is served with a subpoena or other legal notice compelling the production of any such proprietary documents or information, ASCAP shall be obligated to give prompt written notice to LICENSEE of such subpoena or other notice. LICENSEE shall inform ASCAP in writing within seven (7) days of receiving written notification of a subpoena or other legal notice of its intention to object to such production, in which event LICENSEE shall bear the burden of opposing such production. If the subpoena requires a response or compliance in fewer than fourteen (14) days, ASCAP will inform LICENSEE in writing within three (3) days of receiving the subpoena and LICENSEE must inform ASCAP of its intention to oppose the production no later than five (5) days before compliance is called for.

(b) ASCAP is hereby authorized to provide to RMLC such of LICENSEE's financial information, provided to ASCAP pursuant to this Agreement, as RMLC may request in connection with its representation of the local radio industry, unless LICENSEE notifies ASCAP in writing to the contrary, RMLC has agreed to treat as confidential any financial information provided to it by ASCAP pursuant to this Paragraph.

12. RIGHT TO RESTRICT

A. ASCAP's members may restrict the Radio Broadcasting of their compositions up to a maximum of 500 at any given time, only for the purpose ofpreventing harmful effect upon other interest under the copyrights of such works; provided, however, that (1) limited licenses will be granted upon application to ASCAP entirely free of additional charge if the copyright owners are unable to show reasonable hazards to their major interests likely to result 1rom such Radio Broadcasting; (2) the right to restrict any composition will not be exercised for the purpose ofpermitting the fixing or regulating of fees for the recording or transcribing of the composition; (3) in no case will any charges, "free plugs," or other consideration be required for permission to perform a restricted composition; and (4) in no event will any composition be restricted after its initial Radio Broadcast for the purpose of confining further radio broadcasts to a particular artist, station, network or program.

B. ASCAP may also in good faith restrict the Radio Broadcasting of any composition, over and above the number specified in the preceding subparagraph, only as to which any suit has been brought or threatened on a claim that the composition infringes a composition not contained in the ASCAP Repertory or on a claim that ASCAP does not have the right to license the public performance of the composition by Radio Broadcasting.

13 MISCELLANEOUS

A. LICENSEE shall have the right to terminate this license on ten (10) days'ritten notice in the event of termination, suspension or any substantial alteration or variation of the terms and conditions of the governmental licenses covering the Station, or any major interference with the operations of the Station due to governmental measures or restrictions.

NYI:u 259244i0&QZN006! .Do&68928.0004 B. ASCAP shall have the right to terminate this license on sixty (60) days'otice ifthere is any major interference with, or substantial increase in the cost of, our operation as a result of any law ofthe state, territory, dependency, possession or political subdivision in which the Station is located which is applicable to the licensing of performing rights

C. Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed duly given when sent by ordinary first-class U.S. mail, recognized overnight delivery service or fax (with a copy by first class U.S. mail or recognized overnight delivery service) to the party for whom it is intended, at its mailing address hereinabove stated, or any other address which either party hereto may 5'om time to time designate for such purpose, and when such notice is so mailed, it shall be deemed given up on the mailing thereof. Any such notice sent to ASCAP shall be to the attention ofthe Broadcast Licensing Department — Radio Licensing. Any such notice sent to LICENSEE shall be to the attention ofthe person signing this Agreement on behalf of LICENSEE or to the General Manager or Business Manager of Station.

D. This Agreement (including documents incorporated by reference) constitutes the entire understanding between the parties, cannot be waived or added to or modified orally, and no waiver, addition or modification shall be valid unless in writing and signed by the parties. This Agreement, its validity, construction and effect shall be governed by the laws ofthe State ofNew York without giving effect to its law of conflict of laws. The fact that any provisions herein are found to be void or unenforceable by a court ofcompetentjurisdiction shall in no way affect the validity or enforceability of any other provisions. No waiver by ASCAP of full performance of this Agreement by LICENSEE in any one or more instances shall be deemed a waiver ofthe right to require full and complete performance ofthis Agreement thereafter or of the right to cancel this Agreement in accordance with the terms ofthis Agreement.

IN WITNESS WHEREOF, this Agreement, made at New York, New York, has been duly executed by ASCAP and LICENSEE on (Meath) (Dar) (Year)

AMERICAN SOCIETY OF COMPOSERS, LICENSEE AUTHORS AND PUBLISHERS

(NAME AND TITLE) (NAME AND TITLE)

NY1;u 259244$&QZN0068DOQ68928.0004 RADIO MUSIC LICENSE COMMITTEE

RMLC

KEITH F. MEEHAN executive director

September 15, 2004

Mr. John LoFrumento ChiefExecutive Officer ASCAP One Lincoln Plaza New York, NY 10023

Re: ASCAP 2004 Radio Station License A cement

Dear Mr. LoFrtnnento:

This letter sets forth the Agreement ("Agreement") reached between the American Society of Composers, Authors and Publishers ("ASCAP") and the Radio Music License Committee (the "RMLC") setting forth the license fees and certain additional terms of the ASCAP 2004 Radio Station License ("2004 License") covering the period January 1, 2001, through December 31, 2009, This Agreement is expressly incorporated in paragraph 4 of the 2004 License and is binding upon all local radio stations that: (i) were parties to the proceeding entitled U.S. v. ASCAP: In the Matter of the A lication of Hicks Broadcastin ofIndiana et al., (S.D.N.Y. Civ. No. 41-1395) (the "Hicks Proceeding"); (ii) were signatories to letter agreements or license extension agreements extending the 1996 ASCAP Local Station Blanket Radio License ("Interim Blanket License") and the 1996 ASCAP Local Station Per Program Radio License ("Interim Per Program License") for the interim license term beginning January 1, 2001 (collectively, the "Interim Radio Station Licenses"); and/or (iii) are signatories to the 2004 License (collectively, "Licensees").

The parties agree as follows:

1, Except as otherwise provided herein, for the period January 1, 2001 through December 31, 2003, the interim license terms and interim license fees billed to and payable by individual local radio stations pursuant to the Interim Radio Station Licenses shall be considered final terms and license fees. ASCAP's right to collect unpaid license fees shall in

9 east 53'treet 5 floor, new york, new york 10022 phone: 212.30S.4311 fax: 212.754.9286

NYR%1259192%06VQZLK06!.DOCV68928.0004 no way be prejudiced by this paragraph. The Interim Radio Station Licenses are incorporated herein by reference for all Licensees whose licenses commenced prior to their execution of the 2004 License. The Interim Radio Station Licenses are available at www.ASCAP.com/licensin /radio and at www.radiomlc.corn,

2. For the period January 1, 2001 through December 31, 2004, license fees payable and license terms for individual local radio stations pursuant to ASCAP Internet licenses shall be considered final license fees and terms.

3. Industry-wide ASCAP broadcast license fees for all Licensees for the period January 1, 2001 through December 31, 2009 shall equal One Billion, Seven Hundred Twenty Four Million, Nine Hundred Sixty-Eight Thousand Dollars ($ 1,724,968,000).

4. The Industry-wide Fees collected by ASCAP through the date ofthis agreement attributable to the years 2001 — 2003 are as follows:

2001 $ 152.000 million

2002 $ 161.000 million

2003 $ 166.218 million

The Industry-wide Fees for the period 2004 — 2009 shall be payable to ASCAP annually pursuant to the following schedule (the "Annual License Payment"):

2004 $ 176,450 million 2005 $ 192.550 million 2006 $208.650 million

2007 $213.975 million

2008 $222.700 million 2009 $231.425 million

5. Each local radio station's share ofthe Annual License Payment shall be determined in accordance with the provisions of the license fee allocation formula developed by the RMLC attached as Exhibit B to the License. By August 1 of each year starting 2004, ASCAP will provide the RMLC with the data reasonably needed to make the allocation for the following year. By no later than October 1 of each year starting 2004, the RMLC shall notify ASCAP of the allocation of license fees to each station for the following calendar year.

6. (a) ASCAP and the RMLC anticipate that actual annual fees payable by Licensees may be higher (or lower) than the Annual License Payment for a given year as a result of changes in the number of individual local radio stations licensed pursuant to the 2004 License or changes in the license status (~e, from the Blanket to the Program Period basis, or vice versa) of previously licensed stations. In the event that the fees payable by Licensees for any calendar year are greater (or less) than the Annual License Payment for that calendar year (exclusive of penalties payable by program period stations and finance charges pursuant to paragraphs 4.F. and 10.B.(2) of the License) such overpayment (or underpayment) will be deducted from (or added to) the Annual License Payment in the following calendar year. If there is an overpayment or underpayment for 2009, the parties agree that a billing or credit will be issued to stations by ASCAP within the first quarter of 2010.

(b) Each station that becomes licensed in any year from 2004 through 2009 that did not have an ASCAP Interim Radio Station License for any period from 2001 through 2003 on the date this Agreement is executed, will pay the minimum fee for the first year it is licensed under the 2004 License. Minimum fees paid by new stations shall be in addition to the Annual License Payments set forth in paragraph 4 above for each year, subject to being offset by portions of fees allocated to stations that go off the air during that year, For the second and subsequent years a station is licensed under the 2004 License, each new station shall pay its allocated share of the Annual License Payment for that year,

(c) To the extent that ASCAP collects any incremental increased fees resulting from an involuntary license change, as described in paragraph III.D of the Radio Music License Committee Methodology For Industry-Wide License Fee Allocation For The Pe6.od January 1, 2001 through December 31, 2009, such incremental increased fees (exclusive of late payment charges) collected by ASCAP shall be deducted from the Annual License Payment owing to ASCAP in the following calendar year.

7. The above schedule of Annual License Payments is for allocation of annual payment purposes only. The parties have not reached agreement on what portions of the industry-wide fees are attributable to individual years during the Current License Period. By agreeing to an Industry-wide Fee for the period 2001-2009, the parties have expressly not agreed that the Annual License Payment set forth herein comprises reasonable license fees for a particular year but instead reflect arbitrary yearly allocations for the convenience ofboth the Licensees and ASCAP. Each party hereto is free to make whatever internal allocations it deems reasonable and appropriate for its own internal business purposes. The allocation of fees to any particular calendar year shall not be considered in connection with the determination of final fees for any subsequent period for local commercial radio stations, or any other user of ASCAP music, and shall not be offered as evidence by any party for any purpose in any proceeding concerning the determination of reasonable ASCAP 6nal license fees.

8. In the event that ASCAP shall obtain the right to license performances of works in the ASCAP Repertory by means of Internet Streaming (as that term is used in the 2004 License) beyond the U.S. Territory during the term of the 2004 License, Paragraph 3.B. of the 2004 License shall be deemed amended so as to include such performances within the scope of rights granted by the License for the duration of the term of the License.

9, ASCAP and the RMLC are entering into this Agreement without prejudice to any arguments or positions they may assert in any future rate proceeding concerning what constitutes reasonable blanket license, per program license or streaming license fees and terms for local commercial radio stations. Without limiting the foregoing, ASCAP and the RMLC agree that the definitions of "Incidental Use" in Paragraph 2.D. and "Program Period" in Paragraph 2.I, of the 2004 License shall not be considered in connection with the determination of what constitutes an "incidental use" or a "program period" for any subsequent period for local commercial radio stations, or any other user of ASCAP music, and shall not be offered as evidence by any party for any purpose in any proceeding concerning the determination of reasonable ASCAP final license fees, 10. ASCAP and the RMLC agree to confer no later than February 1, 2009 to seek to agree upon final (and, if necessary, interim) license fees for periods subsequent to December 31, 2009. In the event that ASCAP and the RMLC are unable to agree on such fees prior to September 1, 2009, the parties shall engage in non-binding mediation for a period of 60 days or such longer time as ASCAP and the RMLC may jointly agree (the "Mediation Period"). Nothing herein shall affect the rights ofASCAP, the RMLC or any Licensees, subsequent to the expiration ofthe Mediation Period, to seek a determination of reasonable fees or the fixing of interim fees for the period commencing January 1, 2010, pursuant to Section IX of the ASCAP Consent Decree.

11, No party shall be prejudiced by entering into this Agreement with respect to any argument it may raise in regard to licenses for any period subsequent to that covered by this Agreement, including but not limited to the level of license fees that are reasonable for radio station performance licenses, the methodology for calculating license fees or the structure of such license fees that are reasonable for commercial radio stations.

Please indicate your agreement to the above by signing and dating on the lines provided below.

Very truly yours,

s/Jac ues Tortoroli Co -Chairmen Radio Music License Committee

AGREED TO:

AMERICAN SOCIETY OF COMPOSERS, AUTHORS AND PUBLISHERS

John LoFrumento, Chief Executive Officer

Dated:

Bonneville International Radio Stations Chicago WDRV IM/WWDV FM (Classic Rock) WILV FM (Soft AC) WTMX FM (AC)

Phoenix KMVP AM (Sports)* KPKX FM (Adult Hits) KTAR AM (News/Talk)

Salt Lake City KRSP FM (Classic Rock) KSL AM (News/Talk) KSPI PM (Soft AC) KQMB FM (AC) KUTR AM (News/Talk)

San Francisco KDPC PM (Classical) KOlT PM/AM (Soft AC) KZBR FM (Adult Hits)

St. Louis WARH PM (Adult Hits) WIL FM (Country) WRTKW AM (Music) WVRV FM (Mod AC)

Washington, DC WPBD AM (News) WGMS FM (Classical) WTOP FM/AM/%PCS. AM (News) WWZZ EVUWWVZ FM (AC)

Southern Idaho KBLI AM (Music)* KCVI FM (Music)* KPTZ FM (Music)~ KLCB FM (Music)* KSLJ AM(News/Talk)* KSSL AM (News/Talk)* KTHK FM (Music)*

Southern Utah KRBD FM (Music)~ KDXU AM (News/Talk)* KRBD FM (Music)" KSNN FN (Music)* KUNF AM (Music)*

* Denotes stations that did not stream as of October 2005.

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78929 3'3001 85306 I 89703 90917 2 92064 I 92637 2 93614 1 94100 64 94518 79016 83202 85308 I 89704 90942 I 92065 I 92647 I 93630 7 94101 30 94519 79304 83250 85310 I 89707 91000 5 92069 I 92651 4 93635 102 94102 7? 94520 79306 83300 85326 2 90000 91001 I 92071 I 92658 I 93641 81 941 03 112 94521 79400 83301 85338 I 90001 91003 I 92075 I 92660 I 93643 59 94104 I 94522 79403 83333 85465 I 90007 91004 I 92078 I 92673 2 93644 124 94105 148 94523 79556 83405 85547 I 90008 91006 I 92082 3 92675 I 93705 104 94107 2 94524 79601 83467 85602 2 90012 91007 I 92084 3 92677 I 93707 51 9410$ 10 94525 79602 83605 85614 I 90013 91011 I 92093 I 92679 5 93711 241 94109 113 94526 79720 83607 85630 I 90019 91024 6 92101 2 92683 I 93716 184 94110 2 94527 79842 83622 85650 14 90024 91030 I 92102 I 92688 7 93720 114 94111 3 94528 79912 83687 85704 6 90025 91041 2 92103 2 92691 I 93728 87 94112 I 94529 79924 83702 85711 I 90026 91042 I 921 04 I 92701 2 93901 1 941 13 116 94530 79935 83814 85715 2 90034 91101 3 92106 I 92800 I 93903 I?5 94114 26 94531 79936 83816 85718 I 90035 91108 2 92107 I 92801 5 93906 143 94115 42 94533 BDDOD 83819 85719 2 90036 91107 I 92108 2 92808 3 93907 125 94116 35 94534 BDD02 83833 85721 2 90041 91108 I 92109 3 92821 I 93908 179 94117 3 94535 80003 83835 85724 3 90042 91111 I 92110 I 92823 3 93921 163 94118 153 94536 80016 83860 85737 3 90045 91125 3 92111 I 92831 3 93923 8 941 19 3 94537 80035 83877 85739 2 90046 91188 3 92115 I 92835 2 93924 2 94120 120 94538 80066 84015 85745 5 90049 91206 I 92120 2 92869 I 93926 143 94121 170 94539 60104 84025 85746 I 90064 91207 ¹ 92121 I 92879 2 93930 222 94122 2 94540 80120 84032 85750 I 9DD68 91222 6 92122 I 92881 2 93933 154 94123 76 94541 80123 84037 86001 3 90067 91234 2 92123 3 92886 5 93940 18 94124 40 94542 80125 84041 86002 4 90069 91255 2 92124 I 93001 2 93950 4 94126 55 94644 80127 84057 86301 I 90089 91301 2 92126 3 93003 5 93953 2 94126 44 94545 60128 84067 86303 2 90095 91302 3 92127 I 93006 I 93955 93 94127 93 94546 80130 84084 86336 I 90109 91311 2 92128 I 93010 I 93960 4 94128 46 94547 80202 84088 86351 2 90120 91320 4 92129 I 93012 I 93965 19 941 29 187 94549 80203 84089 86514 I 90123 91325 4 92130 I 93023 4 94000 4 94130 139 94550 80209 84092 87059 I 90135 91333 3 92131 I 93035 94001 132 94131 78 94551 80210 84098 87106 I 90151 91350 I 92160 I 93041 94 94002 82 941 32 47 94652 80218 84103 87109 I 90201 91355 I 92166 2 93060 I 94003 63 94133 146 94563 80219 84105 87110 I 90207 91360 I 92190 2 93065 12 94006 43 94134 63 94555 80221 84108 87111 27 90210 91362 I 92200 2 93103 158 94010 1 94141 116 94566 $0222 84109 87120 I 90211 91367 2 92211 2 93105 6 94011 3 94142 146 94658 80224 84111 87122 I 90215 91380 I 92231 I 93107 37 94014 19 94143 SS 94669 80231 84115 87123 I 90230 91381 I 92234 2 93108 69 94015 2 94146 68 94560 80236 84117 87124 I 90235 91392 I 92240 2 93109 28 94018 7 94147 22 94661 80302 84120 87144 I 902¹D 91405 I 92262 2 93110 67 94019 3 94158 5 94562 80303 84121 87501 3 90245 91423 I 92264 3 93117 10 94020 2 94159 114 94563 80309 84123 87508 I 90260 91424 92270 93130 2 94021 I 94164 38 94564 80410 84124 87644 I 90261 91435 I 92308 3 93210 125 94022 1 94168 61 94565 80433 84150 87901 I 90265 91436 I 92307 I 93230 8 94023 1 94200 128 94666 80444 84321 88011 4 90266 91501 4 92311 I 93245 152 94024 1 94206 I 94567 80465 84404 88061 2 90272 91505 I 92312 I 93250 237 94025 I 94213 69 94568 80487 84509 88602 5 90274 9150$ 2 92316 I 93256 9 94026 I 94227 2 94569 80501 84601 88700 4 90275 91520 I 92335 I 93257 47 94027 2 94270 2 94570 80524 84604 89012 2 90277 91523 I 92356 I 93274 59 94028 I 94290 2 94571 80525 84606 89015 2 90278 91538 I 92359 I 93277 47 94030 140 94301 14 94672 80526 $4660 89052 2 90291 91601 I 92360 I 93291 16 94036 3 94302 4 94673 BDBDI 84663 89102 2 90292 91602 2 92373 I 93308 I 94036 150 94303 26 94574 80813 84700 BS117 I 90401 91606 I 92374 I 93311 13 94037 67 94304 6 946?6 80831 84704 89120 I 90403 91612 I 92382 I 93312 9 94038 129 94305 1 94576 60903 84720 89121 I 90404 91702 I 92391 2 93313 6 94039 199 94306 97 94577 80907 64830 89128 3 90405 91709 3 92394 3 93401 177 94040 1 94307 37 94578 80909 85001 89130 I 90409 91711 I 92399 5 93402 71 94041 15 94309 26 94579 $0918 85003 89134 I 90431 9175¹ I 92504 6 93405 3 94042 1 94310 28 94580 80919 85008 89135 I 90435 91762 I 92506 2 93407 177 94043 I 94312 25 94582 81000 85014 89138 I 90482 91765 2 92507 7 93420 101 94044 I 94334 138 94583 81007 85015 89310 I 90486 91789 3 92508 I 93421 2 94048 I 94338 18 94585 81055 85021 89403 I 90500 91801 I 92509 3 93422 1 94052 1 94352 6 94586 81301 85027 89410 I 90502 91905 I 92516 I 93428 1 94056 I 94356 84 94587 81324 85100 89423 2 90503 91912 I 92519 I 93436 3 94058 72 94401 104 94588 81326 85202 89436 I 90505 91941 I 92521 I 93440 1 94059 83 94402 15 94589 81377 85206 89440 I 90510 91942 I 92530 3 93442 99 94D61 120 94403 53 94590 81435 85224 89444 I 90623 92002 I 92544 I 93445 114 94062 154 94404 66 94591 81671 85225 89448 I 90627 92008 I 92548 7 93446 43 94063 2 94444 2 94592 81675 85233 89449 I 90638 92009 2 92551 I 93449 2 94064 I 94470 1 94593 81712 85248 89450 I 90650 92014 I 92553 I 93451 63 94065 201 94501 91 94595 82000 85252 89451 I 90670 92020 I 92556 3 93454 68 94066 82 94502 149 94596 82001 85254 89460 I 90703 92021 I 92557 2 93455 94069 18 94503 91 94597 82009 85257 89501 2 90713 92024 I 92562 I 93456 156 94070 59 94506 167 94598 82031 85258 89502 I 90722 92025 2 92603 I 93458 I 94072 54 94507 10 94599 82072 85259 89503 I 90723 92026 3 92604 2 93460 81 94080 9 94508 14 94601 82116 85260 89506 I 90802 92028 4 92606 I 93465 I 94081 53 94509 117 94602 82131 $5262 89509 I 90803 92031 6 92612 I 93551 3 94083 102 94510 9 94603 82240 85281 89511 I 90807 92034 ¹ 92617 I 93556 59 94085 2 94511 I 94604 82501 85282 89512 I 90808 92037 2 92618 I 93563 184 94086 28 94513 38 94605 82800 85283 89521 I 90813 92054 I 92620 2 93601 263 94087 12 94514 42 94606 82834 85285 89523 2 90815 92056 I 92627 I 93611 7 94088 10 94515 44 94607 83000 85287 89701 I 90837 92057 2 92629 I 93612 62 94089 52 94517 72 94608

Page 3 of 4 Streaming Listener ZIP codes, KDFC.corn (January 1, 2005 - October 25„2005) Local ZlP codes ln bold.

56 94609 3 94971 76 95131 95415 I 95666 96137 97456 98405 153 94610 12 94973 80 95132 95416 3 95667 96143 97478 98407 223 94611 4 94975 27 95133 95420 3 95670 96145 97500 98501 78 94612 I 94977 91 95134 95421 I 95677 96150 97501 98543 116 94618 I 94978 54 95135 95422 I 95678 961 51 97504 I 98607 73 94619 3 94979 65 95136 95423 2 95682 96160 97520 I 98642 3 94620 I 94987 36 95138 95424 2 95683 96161 97523 I 98644 14 94621 I 94998 15 95139 19 95425 I 95684 96326 97525 I 98661 I 94622 I 94999 I 95140 I 95430 I 95685 96362 97527 I 98672 I 94632 2 95001 I 95143 3 95433 19 95687 96367 97530 I 98683 I 94662 3 95002 47 95148 13 95436 8 95688 96403 97535 I 98685 I 94687 10 95003 3 95150 8 95437 2 95691 96665 97540 I 98704 60 94702 9 95005 2 95154 I 95439 I 95693 96701 97601 I 98908 99 94703 12 95006 I 95158 I 95440 3 95694 96706 97623 I 99004 140 94704 3 95007 3 95159 2 95441 5 95695 96707 97701 I 99037 86 94705 131 95008 5 95161 8 95442 I 95713 96720 97702 I 99125 94 94?06 2 95009 2 95164 I 95444 3 95726 96722 97805 I 99163 104 94707 6 95010 I 95170 7 95445 4 95746 96725 97813 I 99199 92 94708 I 95011 I 95173 17 95446 T 95747 96734 97867 I 99201 124 94709 I 95013 I 95184 46 95448 I 95757 96740 97914 I 99204 54 94710 332 95014 5 95192 I 95450 5 95758 96744 980D3 I 99206 3 94712 6 95015 3 95193 4 95451 7 95762 96750 98004 I 99216 I 94714 3 95018 I 95195 5 95452 I 95763 96753 98006 I 99258 91 94720 39 95020 I 95202 8 95453 5 95765 96754 98007 2 99324 I 94740 18 95023 3 95203 2 95456 2 95776 96766 98008 I 99362 I 94745 4 95024 8 95204 2 95458 I 95811 96778 98011 I 99412 I 94756 3 95025 2 95205 9 95460 7 95814 96780 98021 I 99465 I 94789 I 95029 4 95206 10 95461 5 95815 96792 98028 I 99471 28 94801 67 95030 5 95207 I 95462 3 95816 96813 98031 3 99501 5 94802 12 95031 I 95209 6 95465 2 95817 96816 98032 I 99507 51 94803 116 95032 10 95219 4 95467 8 95818 96817 98033 I 99516 66 94804 29 95033 I 95220 2 95469 2 95819 96818 98034 I 99556 32 94805 103 95035 I 95233 5 954?0 I 95820 96821 98036 2 99567 43 94806 I 95036 3 95240 I 95471 3 95821 96822 98037 I 99577 3 94807 77 95037 3 95242 58 95472 5 95822 96825 98042 I 99669 I 94820 I 95038 I 95258 5 95473 5 95825 96846 98047 3 99701 I 94824 I 95040 2 95267 88 95476 3 95826 96913 98050 I 99702 I 94828 I 95044 4 95304 19 95482 2 95827 96950 98052 I 99707 I 94857 3 95045 I 95306 I 95485 10 95831 96951 98055 2 99708 141 94901 5 95046 I 95307 I 95486 4 95833 97006 98070 I 99712 164 94903 103 95050 2 95310 I 9548? I 95834 97007 98072 I 99803 64 94904 160 95051 I 95322 I 95490 I 95835 97008 98075 I 99887 I 94905 8 95052 I 95327 53 95492 I 95836 97035 98101 I 99939 4 94912 8 95053 I 95328 I 95493 I 95838 97045 98102 I 99991 2 94913 85 95054 I 95333 I 95496 I 95843 97068 98103 10 99999 4 94914 2 95055 3 95336 I 9549? 4 95864 97080 98104 2 94915 3 95056 3 95337 I 95499 I 95901 97087 98105 64 94920 21 95060 I 95338 I 95501 2 95903 97105 98107 Total Listeners I 94922 I 95061 4 95340 I 95502 I 95909 97119 98109 24149 2 94923 12 95062 I 95346 3 95503 I 95922 97124 98110 5 94924 3 95063 I 95348 I 95511 10 95926 97128 98112 Total Listeners in 62 94925 2 95064 2 95350 I 95519 I 95927 97140 98115 Local ZIP codes 75 94928 5 95065 2 95351 I 95520 6 95928 97141 98116 20695 2 94929 13 95066 2 95354 'l0 95521 2 95932 97201 98118 38 94930 2 95067 7 95355 3 95531 I 95938 97202 98119 Local Listeners 17 94931 165 95070 8 95356 I 95536 I 95943 97205 98122 as ercenta e oftotal 2 94933 I 95071 I 95358 I 95540 2 95945 97206 98123 85 70% 3 94937 ? 95D73 I 95360 2 95555 4 95949 97209 98125 2 94938 8 95076 3 95361 I 95560 I 95953 97210 98133 47 94939 I 95087 I 95363 I 95589 I 95954 97211 98134 194 9494'l I 95103 I 95366 2 95602 I 95957 97213 98136 8 94942 I 95104 I 95367 I 95603 4 95959 97221 98155 I 94943 I 95108 I 95368 8 95608 I 95963 97222 98166 43 94945 44 95110 2 95370 I 95610 I 95965 97223 98199 2 94946 39 95111 13 95376 I 95613 4 95969 97225 98203 65 94947 100 95112 9 95377 2 95614 I 95971 97227 98225 6 94948 19 951 13 I 95378 53 95616 3 95973 97229 98226 72 94949 11 95116 2 95380 4 95620 7 95991 97232 98229 9 94951 ?0 95117 6 95382 2 95621 2 95993 97239 98260 86 94952 82 95118 I 95383 4 95624 4 96001 97301 98261 2 94953 32 95119 3 95386 5 95628 I 96002 97302 98264 76 94954 145 951 20 I 95391 8 95630 2 96003 97330 98271 3 94955 25 95121 I 95400 I 95631 I 96010 97331 98273 6 94956 18 951 22 68 95401 I 95633 I 96032 97338 98277 13 94957 133 95123 6 95402 I 95634 I 96050 97361 98281 2 94958 109 95124 90 95403 I 95640 I 96066 97373 98343 107 94960 154 95125 82 95404 3 95642 4 96067 97391 98366 7 94963 92 95126 50 95405 3 95648 I 96093 97405 98368 I 94964 49 951 27 2 95406 I 95650 I 96099 97415 98380 92 94965 57 95128 39 9540? I 95655 I 96117 97420 98382 11 94966 158 951 29 54 95409 I 95661 I 96130 97424 98383 I 94970 33 95130 I 95412 2 95662 I 96133 97444 98390

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lOOI 6 I t'0908 98909 ZOZLt 00%9Z SIZVI I ZSIZO I 90016 I ROQOB QZ909 I Ol Lt 1 lZI 9Z OOZN L 166IO L 000IO L LZVOQ 1 St'Ke LBSOt 1 8I.9QZ 00981 I RIB I 0 1 l6806 L QRROB Ri.l 09 ZZ90% OISQZ I et'COL I OOOIO 88806 L 80808 ZZ009 Slat I BQOVZ 00881 I Oell 0 I 90806 St'ZOS L 81009 80068 L OOQVZ 00081 00/.10 L 90l06 Z QZZOQ L 0 I 009 'EOOBR 80tt'Z RBQZL I 9%9 10 ZOI.OO I SOZOB L LOSBS OBQQC L SERVE OlNL I 9LV I 0 1 08906 1 QZIOB t'SE69 1ZRSR L SOCLE ZQN1 L 8CZI 0 %0906 00008 Z BIZOQ 6RI BR CSEE I Qt'CZ1 81 CIOIO t'0806 L SZ68l OOI69 t'Cl QC 1 OCLWZ L 9RRZ I L ZOOI0 80906 0086l I t'Lice ZLI SC Wl ON L Zl CZI L t9600 Z 10%06 1 QVOSL L I 989 llCiR Z LOt'Z I BOREL L 19600 I OIROO L t868l L 00189 990lR I OOt'Z OORZL L 60600 10806 1 69lBl L EOLle 000lC 1 000&Z OOOI I L0600 1 ZlZOO L Zelel L ll989 00998 00lRZ I 89911 1 0 L'COO I 0 1806 II Oet'el L 80999 SZQQC 989RZ I ZQQI I ZOCOO Q&LOO L SS'EBl I OOLSQ Z009'C L OOQCZ 1 QSIFL1 OOIOO I Ll006 1 99 I el L 80099 OZCQC 99&CZ OOVLL I 66000 I 0/006 1 0008l L Z0099 QIOQC &ERE I 19RI I 1 18000 I l8006 1 8&ell L COBQQ %66tC L lZZCZ I 1I CLI LOOOO I 89006 Belli 89999 OletC L &LCZ I 90811 00000 LI Z9006 ZQOll 99%99 BletR 1 Ot'0CZ I OQZL I 1 +Po& dIZ

p~oq ul capo@ d)Z ~coop (gppg 'gg zeqogop - gppg 'p ibsnusp) uloo g~py 'sepoy d~Z ceufs!q Sulmseagct Streaming Listener ZIP codes, KOIT.corn (January 1, 2005 - October 25, 2005) Local ZIP codes in bold.

1 93117 94119 5 94556 1 94946 9520? 95835 1 93215 1 941 20 48 94558 20 9494? 95209 95843 1 93230 37 941 21 15 94559 2 94948 95211 95880 1 93245 65 941 22 40 94560 9 94949 95212 95888 1 93301 21 941 23 15 94561 8 94952 95219 95901 1 93405 15 94124 2 94562 21 94954 95222 95945 1 93422 1 94125 9 94563 5 94960 95240 95962 1 93436 13 94127 14 94564 6 94965 95244 95991 1 93455 3 94128 31 94565 1 94975 95304 96001 2 93536 3 941 29 31 94566 1 94995 95307 96003 1 93550 2 94130 26 94568 1 95002 95315 96007 2 93635 14 94131 7 94572 1 95003 95330 96080 1 93710 39 94132 2 94573 1 95004 95336 96088 1 93711 18 941 33 3 94574 1 95005 95337 96200 1 93720 12 941 34 3 94575 2 95006 95341 96326 1 93722 2 941 42 1 94576 1 95007 95346 96342 1 93726 5 94143 35 94577 24 95008 95350 96732 2 93901 I 941 54 10 94578 1 95011 95351 96734 2 93905 94188 13 94579 1 95012 95354 96740 1 93906 94215 13 94580 2 95013 95355 96746 1 93907 94300 1 94581 65 95014 95356 96782 1 93921 7 94301 15 94582 2 95015 95361 96795 1 93922 16 94303 1 94583 1 95018 95376 96797 3 93940 16 94304 40 94583 4 95020 95377 96813 1 93941 32 94305 9 94585 1 95023 95381 96913 1 93955 22 94306 4 94586 6 95030 95382 96921 18 94002 2 94309 56 94587 9 95032 95391 96929 5 94005 1 94353 37 94588 1 95033 95394 96931 25 94010 1 94377 10 94589 67 95035 95401 96932 1 94012 1 94393 18 94590 1 95036 95403 96950 31 94014 17 94401 39 94591 21 95037 95404 97035 67 94015 18 94402 3 94592 2 95045 95405 97115 1 94017 26 94403 28 94596 3 95046 95406 97203 3 94018 42 94404 19 94597 34 95050 95407 97310 9 94019 1 94414 29 94598 37 95051 95409 97504 12 94022 1 94451 1 94599 1 95052 95415 97690 1 94023 1 94455 8 94601 4 95053 95421 97701 14 94024 1 94486 12 94602 49 95054 95422 979-1 26 94025 29 94501 1 94603 1 95056 95425 98004 1 94026 15 94502 8 94605 1 95060 95433 98007 2 94027 11 94503 11 94606 1 95065 95436 98012 1 94028 23 94506 13 94607 1 95066 95442 98033 11 94030 8 94507 12 94608 12 95070 95448 98037 94033 3 94508 12 94609 1 95073 95453 98052 3 94035 21 94509 17 94610 1 95101 95461 98057 1 94037 23 94510 21 94611 1 95102 95467 98075 94038 1 94511 22 94612 8 95110 95472 98115 1 94039 1 94512 4 94618 15 95111 12 95476 98176 32 94040 14 94513 13 94619 19 95112 1 95482 96226 13 94041 2 94514 6 94621 4 95113 1 95487 98234 32 94043 3 94515 1 94623 1 95114 2 95490 98606 46 94044 11 94517 1 94646 8 95116 2 95492 98765 1 94053 25 94518 1 94701 13 95117 1 95525 98890 12 94061 11 94519 8 94702 23 95118 1 95550 99008 18 94062 26 94520 9 94703 12 95119 1 95602 99352 17 94063 39 94521 23 94704 18 95120 16 95616 99899 16 94065 1 94522 3 94705 19 95121 2 95630 99901 29 94066 37 94523 18 94706 18 95122 1 95641 99945 23 94070 5 94525 3 94707 34 95123 1 95662 99999 49 94080 16 94526 3 94708 1 95124 1 95663 6004C 1 94083 16 94530 8 94709 23 95124 2 95670 17 94085 29 94531 2 94710 25 95125 2 95677 41 94086 26 94533 14 94720 9 95126 14 95687 42 94087 94534 8 94801 22 95127 4 95688 Total Listeners 4 94088 94535 14 94803 13 95128 3 95691 5745 18 94089 44 94536 15 94804 35 95129 1 95757 20 94102 1 94537 3 94805 6 95130 2 95758 Total Listeners in 27 94103 74 94538 29 94806 39 95131 1 95762 Local ZIP codes 15 94104 48 94539 1 94883 36 95132 1 95776 4726 32 94105 1 94540 23 94901 21 95133 1 95814 1 941 06 33 94541 26 94903 31 95134 1 95819 Local Listeners 18 941 07 17 94542 7 94904 10 95135 2 95820 as ercenta e of total 11 94108 47 94544 1 94913 22 95136 1 95821 86 32% 37 94109 27 94545 4 94920 9 95138 1 95822 36 94110 30 94546 5 94925 4 95139 1 95823 29 941 11 22 94547 22 94928 24 95148 3 95825 53 941 12 13 94549 5 94930 1 95150 1 95826 18 94114 46 94550 2 94931 1 95156 1 95828 20 94115 40 94551 2 94939 1 95173 2 95829 45 94116 13 94552 9 94941 3 95192 2 95831 13 94117 50 94553 1 94942 2 95204 1 95833 36 941 1S 27 94555 12 94945 5 95206 1 95834

Page 2 of 2

KDFC Streaming TraNc 10/27 Bonneville International Corporation RIAA Simulcast Streaming Income Statements I/I/05-6/30/05

Market/Arbitmn Rank Chicago ¹3 Washington D.C. ¹5 San Francisco ¹4 Phoenix ¹15 St. Louis f/19 Salt Lake City ¹31

Sianon Streaming WTMX FMWDRV FM WILY PM WTOP PM WGMS PM WWZZ FM WPED AM KO1T PM KDPC PM KZBRPM KTAR AM KPKX PM WIL PM WVRV FMWARH PM KSL AM KSFI PM KRSP FM K@MB FM Total (+other simulcast frequencies) WWDV FM WTOP AM WWVZ FM KO1T AM WXTR AM

Format AC Classic Reel Soft AC News Classical AC Soft AC Classical AdultHits News/Talk Adult Hits Country Mod AC Adult Hits News/fafk Soft AC Classic Rock AC

Web Site wtmx.corn wdrv.corn viilv.fm wtop.corn wgms.corn thea.corn federalnewsradio koit.corn kdfc.corn 957maxfm ktar.corn 9B7thepeak wil92.corn wvrv.corn 1065thearch ksl.corn fml00.corn arrowl035 na .corn .coin .corn

Streaming Revenue

SigniTicant Streaming Expenses- RIAA Fees SESAC Fees Bandwidth Expense Total Expenses

Streaming Operating Income

Southern

Stations Not S eamin in I tR 2nd uarter'hoenix

KMVP AM sports Salt Lake City KUTR AM news talk (streams now) St Louis WRTH/W AM music (stresms now) Idah KBLI AM music Southern KCVI FM music KLCE FM music KSLJ AM news talk KPIZ PM music KSSL AM news talk KTHK PM inusic Utal KREC FM music KDXU AM news talk KSNN FM music KUNF AM music

Total 14

RBX 10 El

2005 KDFC New Media Gross internet Revenue Report Based On Standard Broadcast Billing Cash Revenue 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Total Total Total Acct. Manager Jan Feb Mar Streaming Apr 'ay June Streaming July Aug Sept Streaming Oct Nov Dec Streaming Totals Streaming E-Notes Web

Totals

Transferred Revenue 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Total Total. Total Acct. Manager Jan Feb Mar Streaming Apr May June Rresming July Aug Sept Sbsamlng Oct Nov Dec Streaming Totals Streaming E-Notes Web

RKBACTED

Totals

Ttl internet Revenue

RBX 11

JAClosing 20050nternet Revenue Report SFRG-2005.xlsKDFC 10/27/2005 3:34 PM 2004 KDFC New Media Gross Internet Revenue Report Gash Revenue Total Total Acct. Manager Jan Feb Mar'pr May June July Aug Sept Nov Dec Totals E-Notes Web

RKDAILTED

Totals

Transferred Revenue Acct. Manager Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec Totals

REDACTED

Totals

Ttl Internet Revenue

J:UcdfchClosing)KDFC Internet Revenue Report-2004.xls 10/27/2005 3:35 PM

Online Music Store Sales: KOIT and KZBR CBonnevillel

Music To Go Combined Group Activity Report

This report is for the 4 weeks starting 09/26/05 snd ending 10/23/05.

Total songs sold Total orders Total store visits

I REIWCTED Overall averages Unique Total Total Avg purchase Conversion Station Songs titles orders visits per order rate KOIT KZBR REDACTED REDACTED

RBX 12 Music To Go Combined Group Activity Report

This report is for the 1 week starting 10/17/05 and ending 10/23/05

Total songs sold Total orders Total store visits

REDACTED — RKDA.CTKB Overall averages Unique Total Total purchase Conversion Station Songs Avg titles orders visits per order rate KZBR REDACTED KOIT REBECTED I

Market Station Format Dial Phone Website Q~~gj7jj'gj Atlanta

WACK-AM News/Talk 1380 404-898-8900 llAvvv.wack.vnvvv.v-103.cornco IYI

VIA/EE-FM Urban 103.3 404-898-8900

WZGC-FM Triple A 92.9 404-851-9393 ivww.929dave.fm

Austin

KAMX-FM g, INR" /I/ ~sv Hot AC 94.7 512-327-9595 www mix94r corn KJCE-AM News/Talk 1370 512-327-9595 www.talkradio1370am:.

KKM J-FM AC 95.5 512-327-9595 v~vv.majic.corn

& %~X."(NKQ7 KXBT-FM Urban 104.3 512-327-9595 vow.beat1043.corn wvrw.105?freefm.corn b &Pxj 89 Baltimore WHFS-FM Free FM 105.7 410-828-7722 www.1019liiefm.corn WJFK-AM Sports 1300 410-321-9535 wvInv.espn1300.corn

WLIF-FM AC 101.9 4'lo-296-1019

WQSR-FM Jack 102.7 410-825-1000 vnvw 1027/ackfm corn

WWMX-FM Hol AC 106.5 410-825-1065 www.mix1 065.fm

Boston

WBCN-FM Alt Rock 104.1 617-746-1400 wwm.wbcn.corn

WBMX-FM Hot AC 98.5 617-779-2000 www mix985 corn

WBZ-AM News 1030 617-787-7000 vow.wbz1030.corn

WODS-FM Oldies 103.3 617-787-7500 vovw.oldies1033.corn

WZLX-FM Classic Rock 100.7 617-267-0123 www.wzlx.corn

Buffalo

WBLK-FM Urban 93.7 716-852-9393 wevr.wbik.corn

WBUF-FM Jack 92.9 716-852-9292 vow.929jackfm.corn

WECK-AM Adult Standards 1230 716-856-3550 www.weck1 230.corn

WJYE-FM AC 96.1 716-856-3550 www.wjye.corn

WYRK-FM Country 106.5 716-852-7444 wvw.wyrk.corn

Charlotte

WBAV-FM Urban AC 101.9 ?04-342-2644 vamv.v1 01 9.corn

WFNA-AM Sports 1660 704-342-2644 www.wfnz.corn

RBX 13 WFNZ-AM Sports 610 704-319-9369 www.wfnz.corn

WKQC-FM AC 104.7 704-372-1104 wvrw.kt 047.corn

WNKS-FM CHR/Pop 95.1 704-331-9510 www.kiss951.corn

WPEG-FM Urban 97.9 704-372-2644 vnI«v.power98fm.corn

WSOC-FM Country 103.7 704-522-1103 www.wsocflrl.cOITI

Chicago

WBBM-FM Rhythmic CHR 96.3 312-202-2497 wvrw.b96.corn

WBBM-AM News 780 312-202-2222 www.wbbm780.corn

WCKG-FM Free FM 105.9 312-240-7900 vt«vw.1059freefm.corn

WJMK-FM Jack 104.3 312-870-6400 w«vw.iknowjack.corn

WSCR-AM Sports 670 312-245-6000 w«vw.670thescore.corn wvrw.wxlt.corn WUSN-FM Country 99.5 312-649-0099 www.us99.corn

WXRT-FM Triple A 93.1 773-777-1700

Cincinnati

WAQZ-FM Alt Rock 97.3 513-699-5959 www.newrock973.corn

WGRR-FM Oldies 103.5 513-699-5103 WIiV'&Y.wgl'I;CoIll

WKRQ-FM Hot AC 101.9 513-699-5102 v"ww.wkrq.corn

WU BE-FM Country 105.1 513-721-1050 Tvvrw. b 1 05.corn

Cleveland

WDOK-FM AC 102.1 216-696-0123 vAI«v.wdok.corn

WNCX-FM Classic Rock 98.5 216-861-0100 vrvvIv.wncx.corn

WQAL-FM Hot AC 104.1 216-696-0123 w«vw.q1 04.coITI

WXTM-FM Alt Rock 92.3 216-861-0100 wvrw.923xtreme.corn

Columbus

WAZU-FM Active Rock 107.1 614-233-9208 www.thebigwiazu.corn

WHOK-FM Country 95.5 614-225-9465 vnvw.whok.corn

WLVQ-FM Classic Rock 96.3 614-227-9696 v«v,v.qfrn96.corn

Dallas

KJKK-FM Jack 100.3 214-630-3011 wvrw.jackontheweb.cor

KLLI-FM Free FM 105.3 214-630-3011 www 1053freefm corn

KLUV-FM Oldies 98.7 214-562-9870 vrlvw.kiuv.corn

KOAI-FM Smooth Jazz 107.5 214-526-9870 vrw«v.smoothlazz1075.I

KRLD-AM News/Talk 1080 214-443-6400 Tvww.krtd.corn

KVIL-FM AC 103.7 214-691-1037 www.kvil.corn

Denver

KDJM-FM Urban AC 92.5 303-832-5665 www.jammin925.corn

KIMN-FM Hot AC 100.3 303-832-5665 vrww.mtxt 00.corn

KXKL-FM Oldies 105.1 303-832-5665 we«v.kool105.corn

Detroit WKRK-FM Free FM 97.1 248-395-9797 www freefm971 corn

WOMC-FM Oldies 104.3 248-546-9600 wvtw.womc.col11

WVMV-FM Smooth Jazz 98.7 248-855-5100 www.wvmv.corn

WWJ-AM News 950 248-455-7200 VAvw.wwj.coal

WXYT-AM Sports 1270 248-455-7350 w vw.wxyt.corn

WYCD-FM Country 99.5 248-799-0600 www.wycd.corn

Fresno

KFPT-AM News/Talk 790 559-490-1019 www.790kfpt.corn

KKDG-FM Jack 105.9 559-490-1019 vAvw.viva106.corn

KMGV-FM Rhythmic Oldies 97.9 559-490-5800 VAv.v.mega979.corn

KMJ-AM News/Talk 580 559-490-5800 1vww.kmj580.corn

KOQO-FM Mexican Regional 101.9 559-490-1019 www,koqo.corn

KSKS-FM Country 93.7 559-490-5800 www ksks corn

KWYE-FM CHR/Pop 101.1 559-490-1011 wrIvr.yt 01hits.corn Greensboro

WMFR-AM News/Talk 1230 336-777-3900 VAVW,Wmfr. Ccm

WSJS-AM News/Talk 600 336-777-3900 www.wsjs.corn

WSML-AM News/Talk 1200 336-777-3900 1vvA Awsjs.Oom

Hartford

WRCH-FM AC 100.5 860-677-6700 VAvw.wrch.corn

WTI C-AM News/Talk 1080 860-677-6700 VAAV.WtlC.COITI

WTI C-FM Hot AC 96.5 860-677-6700 www. 965tIc.cont

WZMX-FM Rhythmic CHR 93.7 860-677-6700 www, hot937.coITI

Houston

KHJZ-FM Smooth Jazz 95.7 713-881-5200 www.khjz.corn

KIKK-AM News 650 713-881-5200 VAvw.kikk.corn

KILT-FM Country 100.3 713-881-5200 vAvw.kilt.corn

KILT-AM Sports 610 713-881-5200 vrww.sportsrad/o610,cc

Kansas City

KBEQ-FM Country 104.3 816-753-4000 wvI1IIr.youngcountryq10.

KFKF-FM Country 94.1 816-753-4000 VAvw.kfkf.corn

KMXV-FM CHR/Pop 93.3 816-756-5698 VAvw.nllx93.coITI

KSRC-FM AC 102.1 816-561-9102 www.star1 02.corn

Las Vegas

KKJJ-FM Jack 100.5 702-889-5100 .Iackbaby.corn

KLUC-FM Rhythmic CHR 98.5 702-253-9800 www.kluc.corn

KMXB-FM Hot AC 94.1 702-889-5100 www.mtx941.fm

KSFN-AM Spike Radio 1140 702-257-1140 wvAv,hottalk1140.corn

KXNT-AM News/Talk 840 702-364-8400 www.kxnt.corn KXTE-FM Alt Rock 107.5 702-257-1075 wwwJdremeradio.frn

Los Angeles

KCBS-FM Jack 93.1 323-937-9331 www.931jackfm,corn

KFWB-AM News 980 323-525-0980 wvvw.kfwb.corrI

KLSX-FM Free FM 97.1 323-971-9710 wwvv.9/1freefm.corn

KNX-AM News 1070 323-569-1070 wv/w.knx1 070.corn

KROQ-FM Alt Rock 106.7 323-937-1067 www.kroq.corn

KRTH-FM Oldies 101.1 323-936-5784 www.kearth101.corn

KTWV-FM Smooth Jazz 94.7 323-937-9283 v/vvw.947wave,corn

Memphis

WMC-AM Sports 790 901-726-0555 www.themighty790.con

WMC-FM Hot AC 99.7 901-726-0555 www.fm100memphis.c

WMFS-FM Alt Rock 92.9 901-726-0555 wvtw.93xmemphis.corn

Minneapolis

KZJK-FM Jack 104.1 952-836-1041 www.1041jackfm.corn

WCCO-AM News/Talk 830 612-370-0611 vevw.wccoradio.cornsvnwv.1029htefm.corn

WLTE-FM AC 102.9 612-339-1029 www.iiikejack.corn New York v/vhv.wcbs880.corn WCBS-FM Jack 101.1 212-846-5101

WCBS-AM News 880 212-975-2127

WFAN-AM Sports 660 718-706-7690 vtvvIv.wlan.corn

WINS-AM News 1010 212-315-7000 tvww.1010wins,corn

WNEW-FM Classic Dance 102.7 212-489-1027 www.wnew.corn

WXRK-FM Active Rock 92.3 212-314-9230 www,krockradio.corn Orlando

WJHM-FM Rhythmic CHR 101,9 407-919-1000 vtvvw.102jamzoriando.c

WOCL-FM Alt Rock 105.9 407-919-1000 www.olock1059.corn

WOMX-FM Hot AC 105.1 407-919-1000 www. ITIIx1 051.Cont

Palm Springs

KEZN-FM AC 103.1 760-340-9383 wwe/.ez1 03.corn Philadelphia

KYW-AM News 1060 215-238-4700 vrrvw.kyw1060.corn

WIP-AM Sports 610 610-949-7800 wv/W.610wip.corn

WOGL-FM Oldies 98.1 610-668-5900 Ivvtw.wogl.corn

WPHT-AM News/Talk 1210 610-668-5800 www.thebigtalker1210..

WYSP-FM Free FM 94.1 215-625-9460 www.941freefm.corn

Phoenix

KMLE-FM Country 107.9 602-258-8181 vArw.kmiet 08.corn

KOOL-FM Oldies 94.5 602-956-9696 www.koolradio.corn KZON-FM Alt Rock 101.5 602-258-8181 wwv'J. kzon.colrl

Pittsburgh

KDKA-AM News/Talk 1020 412-575-2200 www.kdkaradio.corn

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Portland

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Riverside

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KRAK-AM Adult Standards 910 760-244-2000 w vs.stardust910.corn

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San Antonio

KSRX-FM Rock 102.7 210-528-5500 vtww. 1 027krock.corn

KTSA-AM News/Talk 550 210-528-5500 ivtvw.ktsa.cornwww.1037freefm.corn

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KCBS-AM News 740 415-765-4000 vIwvw.kcbs. corn

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KBKS-FM CHR/Pop 106.1 206-805-1100 wli1%v. ki ss1061.Corn

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St. Louis llvrw.kezk.corn

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West Palm Beach

WEAT-FM AC 104.3 561-686-9505 www.sunny1043.corn

WIRK-FM Country 107.9 561-686-9505 wvrw.wirk.corn

WJ BW-FM Urban AC 106.3 561-616-4600 wwv .b1063fm.corn

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Questions for SESAC

A. What percentage of SESAC's contracts with artists requires exclusive representation?

ANSWER:

As Stephen Swid, Chairman and CBO of SESAC, stated in his oral testimony before this Subcommittee on May 11, 2005, SBSAC has not entered into any exclusive licensing arrangements with composers and music publishers. In one single instance, SBSAC did enter into an agreement for exclusive representation of a composer's interest in his works only — thus allowing any music user to license directly with the music publisher for performing rights.

B. Would SESAC object to statutory language that required all PROs to offer only non- exclusive contracts?

ANSWER:

Yes. There is nothing per se improper or illegal about exclusive contracts. Indeed„ the very agreements into which TMLC local television station members enter with program producers call for exclusivity in a given market. SBSAC believes that the requirement of non- exclusive contracts imposed upon ASCAP and BMI by the Department of Justice under their respective Consent Decrees are punitive remedies in response to their anticompetitive conduct and monopolistic market power. These remedies include provisions that "fence in" the conduct of ASCAP and BMI, that is, they prohibit these PROs from engaging in certain kinds of conduct that would otherwise be lawful if the firms had not restrained competition. To impose such remedies on SESAC, a small business concern that is not being charged with conduct in violation of the Sherman Anti-Trust Act, would be punitive. Antitrust courts have long recognized that exclusive contracts, especially when used by firms with small market shares, have significant benefits for all parties in reducing transaction costs and creating incentives to exploit fully the copyright owners'orks. Because ASCAP and BMI already are subject to the nonexclusivity requirement, any such statutory language addressed to "all PROs" would effectively single out SESAC for punitive treatment, Drawing an analogy from recent news headlines, to the same

extent that Martha Stewart's competitors should not be expected to wear electronic monitoring

bracelets and suffer home confinement like Ms. Stewart during her probation, SBSAC should not be asked or compelled to undertake the punitive remedies imposed upon ASCAP and BMI by the Department of Justice. SESAC should not be made to "pay the price" for other parties'isbehavior.

C. Would SBSAC be willing to negotiate in advance with syndicators of television shows a formula for the royalties that would be due &om the use of background music in television shows?

ANSWER:

If music publishers chose to license their music directly, such a license would encompass all music contained in the program, including background, theme, and feature music. In any

TN39465.5 20140610002 06I22/2005:kc

RBX 19 event, negotiating with syndicators of television shows would be of no use to them or to SESAC; to the best of SESAC's knowledge, the syndicators do not own or control the rights to license the music contained in the television programs. In almost all instances, the musical compositions created for television shows are "works for hire." The copyrights in the music and the corresponding right to license it are owned or controlled by the music publisher, who in many instances is an entity related to either the program producer or the local television station owner. Despite these interlocking relationships, each of the entities apparently seeks to justify its existence and maximize its profits on a "stand alone" basis. Among them, the music publisher desires to get paid fairly and reasonably for the music contained in the program; that music is a creative work and an integral part of the program which adds substantial value to it, The local television stations choose not to negotiate for and obtain public performance rights in the music "up front," during either the "pilot" airings or first season network run, but choose instead to pay for the music rights on the "back end" when they know which programs have been successful and will be offered in syndication. Even at this point the television stations can negotiate directly with the producer/publisher, often a related entity, or the composer who created the "work for hire" to obtain the public performance rights.

For example, ABC/Disney currently produces "Grey's Anatomy," a new 2005 hour-long drama appearing on the ABC television network during prime time on Sunday evenings. The music publishing rights to the music in that series are owned by South Song/ABC/Disney. Perhaps the question should be posed to the TMLC: "Has any local television station approached the music publisher with a formula to acquire the publishing rights in the event that program is placed in syndication, or has any local television station offered a fee to directly license the public performance rights to the music in the event that "Grey's Anatomy" is syndicated five years from today?" The same question could be asked concerning other currently popular network programs, such as "Desperate Housewives," where the music is published by Buena Vista, a Disney/ABC subsidiary.

The TMLC, the Radio Music License Committee, and other large industry negotiating groups ironically complain that SESAC has market power over certain types of music. But there is no question that, even assuming their incorrect arguments for the moment, their members use many musical works from SESAC that do not fall in this category of supposed "monopoly power." It is textbook antitrust analysis that, where a seller competes in a market with some products in which it may have some element of market power and others where it does not, buyers can "punish" the seller for trying to act anticompetitively with respect to the former products by exercising their negotiating strength with respect to the latter products. Of course, SESAC does not, and cannot, have market or monopoly power over any particular type ofmusic, and these licensee groups have not offered any evidence to the contrary. The negotiating committees have not shown that SESAC has a dominant share of a type of music, or that there are no composers who are currently working or could enter the business to write a certain type of music for television shows, commercials, or other programs.

D. Would SESAC be willing to accept an automatic licensing provision similar to the ASCAP/BMI automatic licensing provision that grants a license once an application is filed?

TN39465.5 20140610002 06/22/2005:kc ANSWER:

No. The "automatic licensing" requirement, which grants a license once an application is filed, is a remedial measure imposed by the Department of Justice upon ASCAP and BMI to offset those entities'onopolistic market power and anticompetitive practices that gave rise to the Consent Decrees. It would be unfair to expect SESAC, a small business that is neither a monopolist nor a copyright abuser, to willingly accept the punitive remedies that the Department of Justice has deemed appropriate for ASCAP and BMI. To impose this "automatic licensing" requirement upon SESAC would encourage potential licensees to "nickel and dime" SESAC indefinitely and effectively discourage a resolution of licensing discussions, because the potential licensee would know that there was no "downside." Taken to its logical extreme, this mechanism would permit music users to obtain SESAC licenses without ever coming to terms on a fee amount, For example, the average SESAC license fee per day for health clubs is $ .24, Under an "automatic licensing" requirement, if any health club contended that this fee was excessive and sought instead to pay, for example, $ .23 per day, the club would know that any dispute resolution would be exponentially more expensive for SESAC than the amount in dispute; all the while the club would be permitted to use SESAC music indefinitely without paying any fees.

Although SESAC is not a litigious company and does not have a history of suing music users who seek licenses, the knowledge by those music users that they must obtain authorization and agree to pay for their music use is a factor that permits the marketplace to operate properly for a small player among giants. To impose upon SESAC burdensome remedies reserved for antitrust law violators without a determination of wrongdoing by the Department of Justice or any court would turn the judicial system upside down. On the other hand, to the extent that music users have incentives to avoid taking a SESAC license, which would be the result if SESAC misjudged the level of license fees that competition would allow, the threat of copyright in&ingement is itself a competitive constraint on SESAC. Ironically, a system of automatic licensing would undermine this constraint,

E. Would SESAC agree to refrain &om suing any user for infringing a work that was not included in its database?

ANSWER:

Yes, SESAC would agree to re&ain &om suing any user for infringing a work that had not yet been listed in its database, notwithstanding the fact that there are writers whose SESAC affiliation is so well known that music users should not be excused from either a presumption or actual knowledge that their works — whether newly written or released &om another PRO — are in the SESAC repertory. However, once a song is included in the database, there should be no further "safe haven." It should always be the obligation of the music user, in the first instance, to determine the identity of and obtain authorization either directly &om the copyright owner or through the appropriate PRO before publicly performing the song; this is a fundamental concept of property law generally, and of copyright law specifically. The Supreme Court, in rejecting challenges to the lawfulness ofblanket licenses, noted that one of the benefits to competition that is made possible through the use of blanket licenses is the greatly improved ability of copyright owners to enforce their copyrights. A violation of copyright can be redressed far more TN3 9465. 5 20140610002 06/22/2005:kc 3 efficiently when the copyright is one of thousands represented by a PRO who can enforce the copyrights more efficiently than an owner of a single copyright.

SESAC undertakes to maintain the accuracy of its database by updating it in a timely fashion, However, given the fact that compositions are constantly added to the database, any "snapshot" of current information would, as a practicable matter, be quickly rendered out-of- date. The better analogy would be to view the database as an ever-changing movie as opposed to a snapshot. Accuracy of databases, in fact, has been a continuing bone of contention between SESAC and ASCAP. Despite numerous requests from SESAC, ASCAP in the past continued to list songwriters and repertory that had moved from ASCAP to SESAC, thus misleading music users who relied to their detriment on ASCAP's database in attempting to discern — and pay — the correct PRO for the music that they intended to use. This misrepresentation was willful, as proven by the fact that, at one point ASCAP removed the misinformation, only to reinstate it at a later date in its database.

F. Has SESAC ever offered per-program licenses or does it intend to at some point in the future? Would SESAC support a requirement that all PROs offer per-program licenses?

ANSWER:

The Radio Music License Committee complains of its members'lack of free choice" to license "one or several" copyrighted works, and other large industry organizations make similar complaints. There is no legal requirement to offer a "per program" license in order to make the offer of a blanket license lawful. The efforts by the rate court judge to encourage ASCAP and BMI to offer "per program" licenses must be understood in the context of the continuing concern by the court and by the Department of Justice over those PROs'arket power. An essential element of the lawfulness of blanket licenses, as noted by the Supreme Court, is the enormous efficiency that is obtained when many thousands of copyrighted works are combined in a license that is available to many types of users. To the extent that "per program" licenses comprise smaller sectors of copyrighted works, or types of users, or both, the efficiencies of such licenses diminish. Nevertheless, SESAC has offered an appropriate "per program" license to respond to the requirements of its customers, thus demonstrating that SESAC's business model does not restrain competition and, indeed, fosters it.

SESAC has developed what amounts to a second generation "per program" license for the local television industry. As a result of arms length negotiations with the TMLC approximately ten years ago, SESAC agreed in 1996 to offer a form of "per program" license to local television stations. The license that SESAC continues to offer to TMLC members is a departure from - and a significant improvement upon - the Consent Decree form of "per program" license. The ASCAP and BMI "per program" licenses require stations to furnish the amounts of program revenues to ASCAP and BMI; permit audits by ASCAP and BMI; and permit ASCAP and BMI each to "claim" 100% of the same program's revenue for fee calculation purposes if any percentage of ASCAP or BMI music is contained in a program.

SESAC examined the ostensible purpose of the "per program" license — to permit a music user to pay only for the actual music contained in a program — and crafted a license that effectively sought payment ~solel for SESAC's actual share of music in programs broadcast by TN39465.5 20140610002 06/22/2005:kc 4

each respective television station. SESAC's license would not cost millions of dollars to create or millions of dollars to administer; it would not require the television stations to share their revenue figures with SBSAC and would not permit SBSAC to audit the television stations'rogram revenues. Unlike the ASCAP and BMI "per program" licensing systems, which impose enormous expense in mme and money (the rate court awarded ASCAP over $4.6 million for the associated costs related to "per program" license administration), SESAC's approach to the valuation of its music simply asks for an allocable share of fees for its afBliates'usic in programs s reflected in the cue sheets and avoids the imposition of millions of dollars in associated "per program" license costs on the TMLC's members.

The transaction costs attributable to SESAC's alternative system are negligible for all parties. By contrast, the TMLC's desired imposition upon SESAC of a mirror image of the ASCAP and BMI "per program" licenses would be administratively impracticable. SESAC has developed an equitable model that properly weighs local television programs in relation to the value that those programs contribute to the "bottom line" revenue of individual station licensees; the ease of its application is what makes this model so truly innovative. Indeed, the former executive director of the TMLC franny admitted to SBSAC that, "if SESAC's approach to broadcast licensing were employed by ASCAP and BMI, it would lead to the most equitable and efficient system for the broadcasters."

Unfortunately, instead of permitting this allocation of local television license fees on a simple, cost effective, and equitable "pay for what you use" basis, the TMLC rejected SESAC's method of "per program" licensing. Instead, the TMLC determined to allocate the SESAC total industry fees through its own arcane methods; during the course of negotiations, the TMLC insisted that it alone would retain the right to allocate SBSAC license fees among its members (whereas, SBSAC had undertaken the allocation process under the prior agreement with the TMLC). SBSAC believes that it is the TMLC's fee allocation process and methodology that is anticompetitive, serving to favor certain music users over others and seeking to address the competing interests of its members by disregarding their respective actual music use. In this respect, the TMLC acts as a classic cartel to regulate its members'icense fees and, thus, collectively determine the incentives that each member has to use SBSAC's music. This is the essence of anticompetitive behavior. The TMLC's allocation does a disservice to many of its constituent stations; because it is not transparent and not consistent with SBSAC's calculation of actual music use. It also creates ill will on the part of those stations, who could not be blamed for assuming that the fees set forth in their SESAC bill were calculated and allocated by SESAC and not by the TMLC. (Perhaps the unhappiness with SESAC about which the TMLC purports to complain on behalf of its local station members is rooted in the TMLC's inequitable allocation of SESAC license fees upon its less influential members.)

SBSAC does not — and is not required to — offer a "cookie cutter" version of the "per program" license imposed by the Department of Justice in the ASCAP and BMI Consent Decrees. Again, SBSAC would not agree to the imposition of such a punitive remedy. The basis for the "per program" license requirement is the Department of Justice's determination that ASCAP and BMI, by reason oftheir size and the entrenched power that they exercise to this day, should continue to be "fenced in" with regulations that would be not required of other entities. The Supreme Court's decision upholding the legality of blanket licensing was not conditioned

TN39465.5 20140610002 06/22/2005:h: upon a PRO's offer of alternative licenses (other than, arguably, the option of direct licensing by ASCAP and BMI af61iates). In a competitive marketplace where no entity was trying to monopolize the business, no PRO would be required to offer licenses that, as a matter ofbusiness judgment, it did not wish to offer.

In any event, SESAC routinely offers licenses crafted for the unique needs of its music user customers, to the mutual satisfaction of those customers and SESAC's songwriter and music publisher affiliates.

G. How does SESAC's presence impact the music performing rights marketplace in the United States?

ANSWER:

SESAC has competed through technological innovation, better service to songwriter and music publisher affiliates, and efficiency in licensing. SESAC is a small business which has a market share of approximately 5% of performing rights revenues and which competes against two dominant and monopolistic organizations. Despite — or perhaps because of — SESAC's position, it has brought several significant innovations to the marketplace for music users. SESAC has enhanced competition, resulting in songwriters and music publishers being given a choice and freedom of movement between PROs. As a for-profit company, SESAC is not tethered to the past or guided by the status quo. (By contrast, SESAC's two competitors have an entrenched way of doing business that has barely changed in decades.)

For example, SESAC was the first PRO to adopt digital fingerprinting as a means of identifying and tracking broadcast music use. It did so after both ASCAP and BMI had refused to adopt this technology. Today, digital fingerprinting is a universally recognized music recognition tool used by all three PROs, as well as broadcasters and advertising agencies. Additionally, SESAC pays its songwriter and music publisher affiliates more quickly than either ASCAP or BMI, who choose to pay from six to nine months in arrears. By contract, SESAC pays 90 days after each corresponding quarter. Moreover, when one of SESAC's affiliates chooses to leave, SESAC — unlike ASCAP — will pay for every day that his or her musical compositions were represented by SESAC, and the affiliate is entitled to immediately take the entire musical catalog to the other PRO, SESAC's policy permitting free and unfettered movement of affiliates among the PROs enhances the competitive landscape for all songwriters, publishers, and music licensees, including TMLC members, Also, by increasing competition for the business of songwriters and music publishers, SESAC creates greater incentives for those individuals to increase their creation of new works.

As a for-profit company, SESAC recognizes that it must also seek to serve the needs of its music users; its licensees are customers, not adversaries. SESAC has attempted to listen to its customers and has introduced several innovative music licenses to meet their requests. The first was SESAC's "mini" blanket license offered to Hispanic broadcasters, who had complained that they did not need or want to pay for access to a large catalog of ASCAP and BMI English- language music that they did not and could not use. The SESAC license allows them to pay only for their actual use of SESAC music. Similarly, when the TMLC requested a license that charged only for the actual percentage of SESAC music use in a television program (a type of TN39465.5 20140610002 06/22/2005:kc 6 license that is not offered by either ASCAP or BMI), SESAC created and offered such a license. Unfortunately, the TMLC demanded that it, not SESAC, determine the fee allocation among its member stations and refused to allocate the license fees in accordance with actual station music use, (Rather, the TMLC insisted on an arcane method that allocated a portion of the SESAC license fee to its member stations based upon their average station size, regardless of whether their use of SESAC music was large, small, or nonexistent. This illogical method breeds ill will with the TMLC's membership and flies in the face of the TMLC's purported goal to pay only for the music its members use.)

SESAC has created unique, "one of a kind" licenses for business operators in the airline industry, the restaurant industry, the hospitality industry, the broadcast and cable television industries, and many other industries to which it supplies licensing services. SESAC's success, in fact, depends upon its ability to deliver the licensing services required by the music user at a cost that is mutually agreed upon through the give and take of the negotiation process. SESAC is the quintessential model of an innovative American small business operating successfully, and providing needed competition, in a challenging industry.

H. SESAC testified, and SESAC's website states, that SESAC uses monitoring by BDS to determine the extent to which music in the SESAC repertory is performed on radio stations. Based upon this information,

What percentage of total feature performances identified by BDS on radio stations are performances of compositions in the SESAC repertory? Please provide data for 2004, 2002, 2000 and 1998. (Feature performances refer to performances where the primary focus of the audience's attention is on the musical performance),

ANSWER:

SESAC lacks sufficient data to respond accurately concerning 1998. For 2000, 2002, and 2004, SESAC's percentage of BDS-tracked performances on English- language formatted radio stations ranged from approximately 2% in 2000 to approximately 4% in 2004.

What percentage oftotal feature performances identified by BDS on radio stations are performances of compositions in the SESAC repertory that are not "split works" that also appear in the ASCAP or BMI repertory? Please provide data for 2004, 2002, 2000 Gild 1998.

ANSWER:

All PROs represent "split works." A split work is a copyrighted musical composition created by more than one songwriter/composer, which is represented by more than one PRO by virtue of the chosen affiliations of those songwriter/composers who created it. Split works have become the norm in many popular genres of music. For example, in Country Music, RkB, Top 40, and Rock, it has become standard fare that copyrighted compositions have more than

TN39465.5 20140610002 06/22/2005;kc one composer and often more than one music publisher with interests in the copyrights. SESAC (like ASCAP and BMI) does not require its composer and music publisher affiliates to collaborate only with other SESAC affiliates when creating or publishing music.

Songwriters have the ability to switch affiliations among PROs and may bring their catalogs of music to a new PRO. Accordingly, it is difficult to determine the percentage of songs that are split works when the royalties are actually paid. However, SESAC has no reason to believe that its proportionate share of split works is any different than the proportionate share of split works administered by ASCAP or BMI. In any event, all parties having an ownership interest in a copyrighted composition are entitled — and deservedly so - to be paid for their proportionate ownership share.

I. How much did SESAC collect from commercial radio stations in 2004, 2003, 2002, 2000 and 1998?

ANSWER:

In 2004, SESAC collected approximately 4% of the music performance rights fees paid by the English-language formatted radio industry. For each of the other years in question, SESAC collected license fees in approximate proportion to its share of music use in the English- language formatted radio industry.

J. Considering only radio stations with a classical music format, what percentage of total feature performances of musical compositions on such radio stations were performances of compositions in the SESAC repertory'? What percentage of total feature performances of musical compositions on such radio stations were performances of compositions in the SESAC repertory that are not "split works" that also appear in the ASCAP or BMI repertory? Please provide data for 2004, 2002, 2000 and 1998.

SESAC does not have such data; BDS, the technology by which SESAC tracks performances, does not conduct surveys of classical music stations. Out of more than twelve thousand radio stations in the United States, there are only 143 classical music stations; 117 are operated as non-commercial non-profit stations, 102 of which are affiliates of National Public Radio. National Public Radio stations enjoy "special treatment"; their license fees are negotiated in a bloc by representatives of National Public Radio, the Public Broadcasting System and the Corporation for Public Broadcasting, resulting in negotiated "flat sum" fees paid for five-year license terms, Of the remaining 26 commercial classical music radio stations, 10 stations are eligible for license fee discounts as a result of negotiations concluded on their behalf between SESAC and the National Religious Broadcast Music License Committee. SESAC does not have any information regarding split works in the classical music genre, (SESAC would note, however, that many classical music works performed on the radio are actually fully protected copyrighted arrangements of compositions that might or might not have entered into the public domain.) SESAC has no reason to believe that its proportionate share of split works in the TN39465.5 20140610002 06/22/2005:kc classical genre is any different than the proportionate share of split works administered by ASCAP or BMI.

K. The TMLC testified that SESAC is "the only organization that operates with a profit motive." Can SESAC tell me how much profit it made in comparison to the other parties testifying?

ANSWER:

SESAC does not know how much profit it made "in comparison to the other parties testifying." Stephen Swid, SESAC's Chairman and CEO, stated in his oral testimony before this Subcommittee on May 11, 2005, that SESAC is a for-profit company as are 99,9% of its licensees. In fact, the broadcasters, including CBS, NBC, ABC, Fox, The Tribune Company, Newsweek, etc., reported, in their 2003 annual reports, multiple billions of dollars in profits &om their local television stations. Moreover, ASCAP and BMI recently reported that they each had retained approximately $ 100 million of revenue after distributions to song writers and music publishers.

SESAC hopes that these responses will be helpful in providing additional information to Subcommittee, and would be willing to meet with the Chairman and/or other members of the Subcommittee to discuss these responses in more detail. SESAC would request that it be permitted to submit under seal any information sought by the Subcommittee that is confidential and proprietary information concerning its internal business operations.

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s &81 Clear Channel Radio Stations, Market, and Format

KEAN-FM Abilene TX Country WVCC-AM Atlanta GA News/Talk KEYJ-FM Abilene TX Alt/Modem Rock WVWA-FM Atlanta GA Hispanic KFGL-FM Abilene TX Classic Rock WWVA-FM Atlanta GA Hispanic KSLI-AM Abilene TX Talk WBBQ-FM Augusta GA AC KULL-FM Abilene TX AC WEKL-FM Augusta GA Classic Rock KYYW-AM Abilene TX Country WIBL-FM Augusta GA Country WARF-AM Akron OH Talk WKSP-FM Augusta GA Urban Adult Con WHLO-AM Akron OH Talk WPCH-AM Augusta GA Country WKDD-FM Akron OH Hot AC WPRW-FM Augusta GA Urban Contemporary WJIZ-FM Albany GA Urban Contemporary WSGF-AM Augusta GA Gospel WJYZ-AM Albany GA Gospel WABK-FM Augusta ME Gold WOBB-FM Albany GA Country WCME-FM Augusta ME Talk WRAK-FM Albany GA Hot AC WFAU-AM Augusta ME Sports WGY-AM Albany NY News/Talk WIGY-FM Augusta ME Sports WHRL-FM Albany NY Alt/Modern Rock WKCG-FM Augusta ME AC WKKF-FM Albany NY Contemporary Hits WTOS-FM Augusta ME Album-Oriented WOFX-AM Albany NY Sports KASE-FM Austin TX Country WPYX-FM Albany NY Classic Rock KFMK-FM Austin TX Rhythmic AC WRVE-FM Albany NY Rock AC KHFI-FM Austin TX Contemporary Hits WTRY-FM Albany NY Gold KPEZ-FM Austin TX Adult Alternative KABQ-AM Albuquerque NM Talk KVET-AM Austin TX Sports KABQ-FM Albuquerque NM Hispanic KVET-FM Austin TX Country KBQI-FM Albuquerque NM Country KBKO-FM Bakersfield CA Country KPEK-FM Albuquerque NM Modern AC KDFO-AM Bakersfield CA Hispanic KSYU-FM Albuquerque NM Rhythmic AC KDFO-FM Bakersfield CA Classic Rock KTEG-FM Albuquerque NM Alt/Modern Rock KGET-AM Bakersfield CA News/Talk KZRR-FM Albuquerque NM Album-Oriented KKDJ-FM Bakersfield CA Hispanic KDBS-AM Alexandria LA Sports KRAB-FM Bakersfield CA Album-Oriented KKST-FM Alexandria LA AC WCAO-AM Baltimore MD Gospel KRRV-FM Alexandria LA Country WPOC-FM Baltimore MD Country KZMZ-FM Alexandria LA Classic Rock WSMJ-FM Baltimore MD New AC WAEB-AM Allentown PA News/Talk WABI-AM Bangor ME Middle of the Road WAE8-FM Allentown PA Hot AC WBFB-FM Bangor ME Country WKAP-AM Allentown PA Gold WFZX-FM Bangor ME Classic Rock WZZO-FM Allentown PA Album-Oriented WGUY-FM Bangor ME Gold Amarillo TX Country WKSQ-FM Bangor ME AC KIXZ-AM Amadillo TX News/Talk WLKE-FM Bangor ME Country KMML-FM Amarillo TX Country WNSX-FM Bangor ME Classic Rock KMXJ-FM Amarillo TX AC WVOM-FM Bangor ME News/Talk KPRF-FM Amarillo TX Contemporary Hits WWBX-FM Bangor ME Contemporary Hits KASH-FM Anchorage AK Country KRVE-FM Baton Rouge LA AC KBFX-FM Anchorage AK Classic Rock WFMF-FM Baton Rouge LA Contemporary Hits KENI-AM Anchorage AK News/Talk WJBOVM Baton Rouge LA News/Talk KGOT-FM Anchorage AK Contemporary Hits WPYR-AM Baton Rouge LA News/Talk KTZN-AM Anchorage AK Sports WSKR-AM Baton Rouge LA Sports KYMG-FM Anchorage AK AC WYNK-FM Baton Rouge LA Country WLBY-AM Ann Arbor Ml Talk WBCK-AM Battle Creek Ml News/Talk WQKL-FM Ann Arbor Ml AC WBXX-FM Battle Creek Ml AC WTKA-AM Ann Arbor MI Sports WRCC-AM Battle Creek MI Middle of the Road WWWW-FM Ann Arbor Ml Country WWKN-FM Battle Creek Ml Classic Hits WKSF-FM Asheville NC Country KCOL-FM Beaumont TX Gold WMXF-AM Asheville NC Middle of the Road KIOC-FM Beaumont TX Album-Oriented WPEK-AM Asheville NC Talk KKMY-FM Beaumont TX AC WQNQ-FM Asheville NC Hot AC KLVI-AM Beaumont TX News/Talk WQNS-FM Asheville NC Classic Rock KYKR-FM Beaumont TX Country WWNC-AM Asheville NC News/Talk KBBB-FM Billings MT Hot AC WNCO-AM Ashland OH Middle of the Road KBUL-AM Billings MT News/Talk WNCO-FM Ashland OH Country KCTR-FM Billings MT Country WFUN-AM Ashtabula OH Full Service KKBR-FM Billings MT Gold WFXJ-FM Ashtabula OH Classic Rock KMHK-FM Billings MT Classic Rock WREO-FM Ashtabula OH AC WBUV-FM Biloxi MS News/Talk WZOO-FM Ashtabula OH Hot AC WKNN-FM Biloxi MS Country WBZY-FM Atlanta GA Alt/Modern Rock WMJY-FM Biloxi MS AC WCOH-AM Atlanta GA Country WQYZ-FM Biloxi MS Urban lnspirati WGST-AM Atlanta GA News/Talk WBBI-FM Binghamton NY Classic Rock WKLS-FM Atlanta GA Album-Oriented WENE-AM Binghamton NY Sports WLTM-FM Atlanta GA Soft AC WINR-AM Binghamton NY Middle of the Road WMGP-FM Atlanta GA AC WKGB-FM Binghamton NY Alt/Modern Rock

RBX 20 Page 1 of 9 Clear Channel Radio Stations, Market, and Format

WMRV-FM Binghamton NY Contemporary Hits WKAV-AM Charlottesville VA Sports WMXW-FM Binghamton NY AC WSUH-FM Charlottesville VA Gold WDXB-FM Birmingham AL Country WKXJ-FM Chattanooga TN Contemporary Hits WENN-FM Birmingham AL Urban Inspirati WMAX-FM Chattanooga TN Hot AC WERC-AM Birmingham AL News/Talk WRXR-FM Chattanooga TN Album-Oriented WMJJ-FM Birmingham AL AC WTUN-FM Chattanooga TN Country WQEN-FM Birmingham AL Contemporary Hits WUSY-FM Chattanooga TN Country KBMR-AM Bismarck ND Country WUUS-AM Chattanooga TN Gold KFYR-AM Bismarck ND Full Service KGAB-AM Cheyenne WY Talk KQDY-FM Bismarck ND Country KIGN-FM Cheyenne WY Classic Rock KSSS-FM Bismarck ND Classic Rock KLEN-FM Cheyenne WY AC KXMR-AM Bismarck ND Sports KOLZ-FM Cheyenne WY Country KYYY-FM Bismarck ND AC WGCI-FM Chicago IL Urban Contemporary KCIX-FM Boise ID Hot AC WGRB-AM Chicago IL Gospel KFXD-AM Boise ID Country WKSC-FM Chicago IL Contemporary Hits KIDD-AM Boise ID News/Talk WLIT-FM Chicago IL AC KLTB-FM Boise ID Gold WNUA-FM Chicago IL New AC KSAS-FM Boise ID Contemporary Hits WRLL-AM Chicago IL Gold KXLT-FM Boise ID Soft AC WVAZ-FM Chicago IL Urban Adult Con WJMN-FM Boston MA Contemporary Hits WBEX-AM Chillicothe OH Talk WKOX-AM Boston MA Talk WCHI-AM Chillicothe OH Middle of the Road WXKS-AM Boston MA Talk WKKJ-FM Chillicothe OH, Country WXKS-FM Boston MA Contemporary Hits WCKY-AM Cincinnati OH Talk KISN-FM Bozeman MT Contemporary Hits WEBN-FM Cincinnati OH Album-Oriented KMMS-AM Bozeman MT Talk WKFS-FM Cincinnati OH Contemporary Hits KMMS-FM Bozeman MT Album-Oriented WKRC-AM Cincinnati OH Talk KPRK-AM Bozeman MT Country WLW-AM Cincinnati OH News KXLB-FM Bozeman MT Country WOFX-FM Cincinnati OH Classic Rock KZMY-FM Bozeman MT AC WSAI-AM Cincinnati OH Sports KAGG-FM Bryan TX Country WVMX-FM Cincinnati OH AC KKYS-FM Bryan TX AC WAKS-FM Cleveland OH Contemporary Hits KNFX-FM Bryan TX Classic Rock WGAR-FM Cleveland OH Country KBUR-AM Burlington IA Full Service WMJI-FM Cleveland OH Gold KGRS-FM Burlington IA AC WMMS-FM Cleveland OH Album-Oriented WCPV-FM Burlington VT Classic Rock WMVX-FM Cleveland OH Rock AC WEAV-AM Burlington VT Talk WTAM-AM Cleveland OH News/Talk WEZF-FM Burlington VT AC KIBT-FM Colorado Springs CO Rhythmic CHR WVTK-FM Burlington VT Contemporary Hits KKLI-FM Colorado Springs CO Soft AC WXZO-FM Burlington VT Talk KVUU-FM Colorado Springs CO Hot AC KKEZ-FM Carroll IA AC WCOS-AM Columbia SC Sports KKTL-AM Casper WY Talk WCOS-FM Columbia SC Country KMGW-FM Casper WY AC WLTY-FM Columbia SC Classic Hits KRVK-FM Casper WY Classic Rock WNOK-FM Columbia SC Contemporary Hits KTRS-FM Casper WY Contemporary Hits WVOC-AM Columbia SC News/Talk KTWO-AM Casper WY Country WXBT-FM Columbia SC Urban Contemporary KWYY-FM Casper WY Country WAGH-FM Columbus GA Urban Adult Con KKRQ-FM Cedar Rapids IA Classic Rock WBFA-FM Columbus GA Urban Contemporary KIVI JM-AM Cedar Rapids IA Sports WDAK-AM Columbus GA News/Talk KXIC-AM Cedar Rapids IA News WGSY-FM Columbus GA Soft AC WMT-AM Cedar Rapids IA Full Service WHAL-AM Columbus GA Urban Inspiratt WMT-FM Cedar Rapids IA AC WSHE-AM Columbus GA Sports KELA-AM Centralia WA Talk WSTH-FM Columbus GA Country KMNT-FM Centralia WA Country WVRK-FM Columbus GA Album-Oriented KNBQ-FM Centralia WA Country WACR-FM Columbus MS Urban Adult Con WALC-FM Charleston SC Adult Alternative WBWR-FM Columbus OH Album-Oriented WEZL-FM Charleston SC Country WCOL-FM Columbus OH Country WLTQ-AM Charleston SC Middle of the Road WLZT-FM Columbus OH Soft AC WRFQ-FM Charleston SC Classic Rock WNCI-FM Columbus OH Contemporary Hits WSCC-FM Charleston SC Talk WTPG-AM Columbus OH Talk WXLY-FM Charleston SC Gold WTVN-AM Columbus OH News/Talk WEND-FM Charlotte NC Alt/Modern Rock WAKI-AM Cookeville TN News/Talk WIBT-FM Charlotte NC Rhythmic CHR WGIC-FM Cookeville TN Hot AC WKKT-FM Charlotte NC Country WGSQ-FM Cookeville TN Country WLYT-FM Charlotte NC Bof AC WHUB-AM Cookeville TN Country WRFX-FM Charlotte NC Classic Rock WKZP-FM Cookeville TN Hot AC WCHV-AM Charlottesville VA News/Talk WPTN-AM Cookeville TN News/Talk WCYK-FM Charlottesville VA Country WRKK-FM Cookeville TN Classic Rock WHTE-FM Charlottesville VA Contemporary Hits WSMT-AM Cookeville TN Gospel

Page2ofg Clear Channel Radio Stations, Market, and Format

WTRZ-FM Cookeville TN Country WMEQ-FM Eau Claire Wl Classic Rock WTZX-AM Cookeville TN Country WQRB-FM Eau Claire Wl Country KKTX-AM Corpus Christi TX News/Talk KHEY-AM El Paso TX Sports KMXR-FM Corpus Christi TX Gold KHEY-FM El Paso TX Country KNCN-FM Corpus Christi TX Album-Oiiented KPRR-FM El Paso TX Contemporary Hits KRYS-FM Corpus Christi TX Country KTSM-AM El Paso TX News/Talk KSAB-FM Corpus Chdisti TX Hispanic KTSM-FM El Paso TX Soft AC KUNO-AM Corpus Christi TX Hispanic KDUK-FM Eugene OR Contemporary Hits KEJO-AM Corvallis OR Sports KFLY-FM Eugene OR Album-Oriented KLOO-AM Corvallis OR News/Talk KODZ-FM Eugene OR Gold KLOO-FM Corvallis OR Classic Hits KPNW-AM Eugene OR News/Talk KRKT-FM Corvallis OR Country KAKQ-FM Fairbanks AC KTHH-AM Corvallis OR Talk KFBX-AM Fairbanks News/Talk KDGE-FM Dallas TX Alt/Modem Rock KIAK-FM Fairbanks Country KDMX-FM Dallas TX AC KKED-FM Fairbanks Album-Oriented KEGL-FM Dallas TX Hispanic KDAM-FM Fargo ND Alt/Modern Rock KHKS-FM Dallas TX Contemporary Hits KFAB-FM Fargo ND Country KZPS-FM Dallas TX Classic Rock KFGO-AM Fargo ND News/Talk WBLJ-AM Dalton GA News/Talk KKBX-FM Fargo ND Classic Rock WDAL-AM Dalton GA Hispanic KRVI-FM Fargo ND Soft Rock WQMT-FM Dalton GA Country KVOX-AM Fargo ND Sports WYYU-FM Dalton GA AC WDAY-FM Fargo ND Contemporary Hits WDKF-FM Dayton OH Contemporary Hits KAZX-FM Farmington NM Contemporaiy Hits WDSJ-FM Dayton OH New AC KCQL-AM Farmington NM Sports WIZE-AM Dayton OH Sports KDAG-FM Farmington NM Classic Rock WLQT-FM Dayton OH Soft AC KKFG-FM Farmington NM Gold WMMX-FM Dayton OH Hot AC KTRA-FM Farmington NM Country WONE-AM Dayton OH Sports KEZA-FM Fayetteville AR Soft AC WTUE-FM Dayton OH Album-Oriented KIGL-FM Fayetteville AR Classic Rock WXEG-FM Dayton OH Alt/Modern Rock KKIX-FM Fayetteville AR Country WDFM-FM Defiance OH Hot AC KMXF-FM Fayetteville AR Hot AC WNDH-FM Defiance OH AC WFKY-AM Frankfort KY Gold WONW-AM Defiance OH Middle of the Road WKED-FM Frankfort KY AC WZOM-FM Defiance OH Country WKYW-FM Frankfort KY Country KBCO-FM Denver CO Adult Alternative WFMD-AM Frederick MD News/Talk KBPI-FM Denver CO Album-Oriented WFRE-FM Frederick MD Country KHOW-AM Denver CO News/Talk KALZ-FM Fresno CA Modern AC KKZN-AM Denver CO Talk KBOS-FM Fresno CA Contemporary Hits KMGG-FM Denver CO Hispanic KCBL-AM Fresno CA Sports KOA-AM Denver CO News/Talk KEZL-FM Fresno CA New AC KRFX-FM Denver CO Classic Rock KFSO-FM Fresno CA Hispanic KTCL-FM Denver CO Alt/Modern Rock KRDU-AM Fresno CA Religion KASI-AM Des Moines IA Talk KRZR-FM Fresno CA Album-Oriented KCCQ-FM Des Moines IA Alt/Modern Rock KSOF-FM Fresno CA Soft Rock KDRB-FM Des Moines IA Classic Hits KCOL-AM Ft Collins CO News/Talk KKDM-FM Des Moines IA Contemporary Hits KIIX-AM Ft Collins CO Middle of the Road KMXD-FM Des Moines IA 80s KPAW-FM Ft Collins CO Classic Hits KXN0-AM Des Moines IA Sports KQLF-FM Ft Collins CO AC WHO-AM Des Moines IA News/Talk KSME-FM Ft Collins CO Contemporary Hits WDFN-AM Detroit Ml Sports KWMT-AM Ft Dodge IA Country WDTW-AM Detroit Ml Talk KBKB-AM Ft Madison IA Sports WDTW-FM Detroit Ml Classic Rock KBKB-FM Ft Madison IA Country WJLB-FM Detroit Ml Urban Contemporary WBTT-FM Ft Myers FL Urban Contemporary WKQI-FM Detroit Ml Contemporary Hits WCKT-FM Ft Myers FL Country WMXD-FM Detroit Ml Urban Adult Con WOLZ-FM Ft Myers FL AC WNIC-FM Detroit Ml Soft Rock WZJZ-FM Ft Myers FL New AC KCAD-FM Dickinson ND Country WAVW-FM Ft Pierce FL Country KLTC-AM Dickinson ND Country WCZR-FM Ft Pierce FL Talk KZRX-FM Dickinson ND Classic Hits WQOL-FM Ft Pierce FL Gold KBMX-FM Duluth MN Modern AC WSYR-FM Ft Pierce FL Hot AC KKCB-FM Duluth MN Country WZTA-AM Ft Pierce FL News/Talk KLDJ-FM Duluth MN Gold KKBD-FM Ft Smith AR Classic Rock WEBC-AM Duluth MN Sports KMAG-FM Ft Smith AR Country WATQ-FM Eau Claire Wl Country KWHN-AM Ft Smith AR Talk WBIZ-AM Eau Claire Wl Sports KYHN-AM Ft Smith AR News/Talk WBIZ-FM Eau Claire Wl Contemporary Hits KZBB-FM Ft Smith AR Contemporary Hits WISM-FM Eau Claire Wl AC WAAX-AM Gadsden AL News/Talk WMEQ-AM Eau Claire Wl News/Talk WGMZ-FM Gadsden AL Classic Hits

Page 3 of 9 Clear Channel Radio Stations, Market, and Format

KFMQ-FM Gallup NM Album-Oriented WBHP-AM Huntsvil!e AL News KFXR-FM Gallup NM Country WDRM-FM Huntsville AL Country KGLX-FM Gallup NM Country WHOS-AM Huntsville AL News KXTC-FM Gallup NM Contemporary Hits WTAK-FM Huntsville AL Classic Rock KJKJ-FM Grand Forks Classic Rock WWXQ-FM Huntsville AL Gold KKXL-AM Grand Forks Sports WXQW-FM Huntsville AL Gold KKXL-FM Grand Forks Contemporary Hits KID-AM idaho Falls ID News/Talk KQHT-FM Grand Forks Classic Hits KID-FM Idaho Falls ID Country KSNR-FM Grand Forks Country WFBQ-FM Indianapolis IN Album-Oriented WBCT-FM Grand Rapids Country WNDE-AM Indianapolis IN Sports WBFX-FM Grand Rapids Classic Rock WRZX-FM Indianapolis IN Alt/Modern Rock WOOD-AM Grand Rapids Full Service WHLH-FM Jackson MS Urban Inspirati WOOD-FM Grand Rapids Soft AC WJDX-AM Jackson MS Sports WSNX-FM Grand Rapids Contemporary Hits WMSI-FM Jackson MS Country WTKG-AM Grand Rapids Talk WQJQ-FM Jackson MS Gold WVTI-FM Grand Rapids Classic Hits WSTZ-FM Jackson MS Classic Rock WGBT-FM Greensboro-WS Rhythmic CHR WZRX-AM Jackson MS Gospel WMAG-FM Greensboro-WS AC WTJS-AM Jackson TN News/Talk WTQR-FM Greensboro-WS Country WTNV-FM Jackson TN Country WVBZ-FM Greensboro-WS Album-Oriented WYNU-FM Jackson TN Classic Rock WBZT-FM Greenville SC Album-Oriented WFKS-FM Jacksonville FL Contemporary Hits WESC-FM Greenville SC Country WFXJ-AM Jacksonville FL Sports WGVL-AM Greenville SC Hispanic WJBT-FM Jacksonville FL Urban Contemporary WLFJ-AM Greenville SC Religion WPLA-FM Jacksonville FL Alt/Modern Rock WMYI-FM Greenville SC AC WQIK-FM Jacksonville FL Country WSSL-FM Greenville SC Country WROO-FM Jacksonville FL Country WHKF-FM Harrisburg PA Contemporary Hits WSOL-FM Jacksonville FL Urban Adult Con WHP-AM Harrisburg PA News/Talk KBTM-AM Jonesboro AR News/Talk WKBO-AM Harrisburg PA Christian AC KFIN-FM Jonesboro AR Country WRBT-FM Harrisburg PA Country KIYS-FM Jonesboro AR Contemporary Hits WRVV-FM Harrisburg PA Rock AC KNEA-AM Jonesboro AR Gospel WTKT-AM Harrisburg PA Sports KWHF-FM Jonesboro AR Country WACL-FM Harrisonburg VA Classic Rock KIIZ-FM Kileen-Temple TX Urban Contemporary WAZR-FM Harrisonburg VA Contemporary Hits KLFX-FM Kileen-Temple TX Classic Rock WKCY-AM Harrisonburg VA News/Talk KAVL-AM Lancaster CA Sports WKCY-FM Harrisonburg VA Country KOSS-FM Lancaster CA AC WHCN-FM Hartford CT Rock AC KTP I-AM Lancaster CA Middle of the Road WKSS-FM Hartford CT Contemporary Hits KTPI-FM Lancaster CA Country WPHH-FM Hartford CT Rhythmic CHR KVVS-FM Lancaster CA Contemporary Hits WPOP-AM Hartford CT Sports WLAN-AM Lancaster PA Middle of the Road WWYZ-FM Hartford CT Country WLAN-FM Lancaster PA Contemporary Hits WHEL-FM Helen GA Hispanic KCGY-FM Laramie WY Country WS RW-AM Hillsboro OH Middle of the Road KOWB-AM Laramie WY News/Talk WSRW-FM Hillsboro OH Country KQOL-FM Las Vegas NV Gold KDNN-FM Honolulu Hl Hawaiian KSNE-FM Las Vegas NV Soft AC KHBZ-AM Honolulu Hl News/Talk KWID-FM Las Vegas NV Hispanic KHVH-AM Honolulu Hl News/Talk KWNR-FM Las Vegas NV Country KIKI-FM Honolulu Hl Contemporary Hits WEEZ-AM Laurel MS Urban Adult Con KSSK-AM Honolulu Hl AC WFOR-AM Laurel MS Sports KSSK-FM Honolulu Hl Hot AC WHER-FM Laurel MS Country KUCD-FM Honolulu Hl Adult Alternative WJKX-FM Laurel MS Urban Adult Con KBME-AM Houston TX Sports WNSL-FM Laurel MS Contemporary Hits KHMX-FM Houston TX Hot AC WUSW-FM Laurel MS Alt/Modern Rock KKRW-FM Houston TX Classic Rock WZLD-FM Laurel MS Urban Contemporary KLOL-FM Houston TX Hispanic KLAW-FM Lawton OK Country KODA-FM Houston TX AC KVRW-FM Lawton OK Gold KPRC-AM Houston TX Talk KZCD-FM Lawton OK Album-Oriented KTBZ-FM Houston TX Alt/Modern Rock WCVR-FM Lebanon VT-NH Classic Rock KTRH-AM Houston TX News WGXL-FM Lebanon VT-NH Hot AC WAMX-FM Hunt-Ashland WV Alt/Modern Rock WMXR-FM Lebanon VT-NH Album-Oriented WBKS-FM Hunt-Ashland WV Contemporary Hits WSYB-AM Lebanon VT-NH News/Talk WBVB-FM Hunt-Ashland WV Gold WTSL-AM Lebanon VT-NH News/Talk WIRO-AM Hunt-Ashland WV News/Talk WTSM-FM Lebanon VT-NH News/Talk WKEE-FM Hunt-Ashland WV Contemporary Hits WVRR-FM Lebanon VT-NH Album-Oriented WTCR-AM Hunt-Ashland WV Christian AC WWWT-AM Lebanon VT-NH News/Talk WTCR-FM Hunt-Ashland WV Country WXXK-FM Lebanon VT-NH Country WVHU-AM Hunt-Ashland WV News/Talk WZRT-FM Lebanon VT-NH Contemporary Hits WZZW-AM Hunt-Ashland WV Christian AC WBUL-FM Lexington KY Country

Page 4 of 9 Clear Channel Radio Stations, Market, and Format

WKQQ-FM Lexington KY Classic Rock WSWR-FM Mansfield OH Gold WLAP-AM Lexington KY News/Talk WYHT-FM Mansfield OH Hot AC WLKT-FM Lexington KY Contemporary Hits WDIF-FM Marion OH AC WMKJ-FM Lexington KY Gold WMRN-AM Marion OH News/Talk WMXL-FM Lexington KY Hot AC WMRN-FM Marion OH Country WXRA-AM Lexington KY Hispanic WDDD-AM Marion-Carbondale IL Sports WBUK-FM Lima OH Gold WDDD-FM Marion-Carbondale IL Country WIMA-AM Lima OH News/Talk WFRX-AM Marion-Carbondale IL Middle of the Road WIMT-FM Lima OH Country WQUL-FM Marion-Carbondale IL Classic Rock WLWD-FM Lima OH Contemporary Hits WTAO-FM Marion-Carbondale IL Album-Oriented WMLX-FM Lima OH Hot AC WVZA-FM Marion-Carbondale IL Contemporary Hits WZRX-FM Lima OH Classic Rock KCHA-AM Mason City IA Middle of the Road KIBZ-FM Lincoln NE Album-Oriented KCHA-FM Mason City IA Soft AC KLMY-FM Lincoln NE AC KCZE-FM Mason City IA Country KTGL-FM Lincoln NE Classic Rock KGLO-AM Mason City IA Full Service KZKX-FM Lincoln NE Country KIAI-FM Mason City IA Country KDJE-FM Little Rock AR Alt/Modern Rock KLKK-FM Mason City IA Classic Rock KHKN-FM Little Rock AR Country KSMA-FM Mason City IA Contemporary Hits KMJX-FM Little Rock AR Classic Rock KBFM-FM McAllen TX Contemporary Hits KMSX-FM Little Rock AR AC KHKZ-FM McAllen TX Contemporary Hits KSSN-FM Little Rock AR Country KQXX-AM McAllen TX Gold KBIG-FM Los Angeles CA Hot AC KQXX-FM McAllen TX Gold KFI-AM Los Angeles CA News/Talk KTEX-FM McAllen TX Country KHHT-FM Los Angeles CA Rhythmic AC KVNS-AM McAllen TX News/Talk KIIS-FM Los Angeles CA Contemporary Hits WBMC-AM McMinnville TN Full Service KLAC-AM Los Angeles CA Sports KIFS-FM Medford OR Contemporary Hits KOST-FM Los Angeles CA AC KLDZ-FM Medford OR Gold KTLK-AM Los Angeles CA Talk KM ED-AM Medford OR News/Talk KYSR-FM Los Angeles CA Modern AC KRWQ-FM Medford OR Country WAMZ-FM Louisville KY Country KZZE-FM Medford OR Album-Oriented WCND-AM Louisville KY Gold WBVD-FM Melbourne FL Rhythmic CHR WHAS-AM Louisville KY News/Talk WLRQ-FM Melbourne FL AC WJZO-FM Louisville KY Album-Oriented WMM8-AM Melbourne FL News/Talk WKJK-AM Louisville KY Talk WMMV-AM Melbourne FL. News/Talk WKRD-AM Louisville KY Sports KJMS-FM Memphis TN Urban Adult Con WLUE-FM Louisville KY Classic Hits WDIA-AM Memphis TN Urban Adult Con WQMF-FM Louisville KY Classic Rock WEGR-FM Memphis TN Classic Rock WTFX-FM Louisville KY Album-Oriented WHAL-FM Memphis TN Urban Inspirati WZKF-FM Louisville KY Contemporary Hits WHRK-FM Memphis TN Urban Contemporary KFMX-FM Lubbock TX Album-Oriented WREC-AM Memphis TN News/Talk KFYO-AM Lubbock TX News/Talk WFFX-AM Meridian MS Sports KKAM-AM Lubbock TX Sports WJDQ-FM Meridian MS AC KKCL-FM Lubbock TX Gold WMSO-FM Meridian MS Urban Inspirati KQBR-FM Lubbock TX Country WYYW-FM Meridian MS Country KZII-FM Lubbock TX Contemporary Hits WZKS-FM Meridian MS Urban Adult Con KAFX-FM Lufkin TX Hot AC WBGG-FM Miami FL Classic Rock KSFA-AM Lufkin TX News/Talk WHYI-FM Miami FL Contemporary Hits KTBQ-FM Lufkin TX Classic Rock WINZ-AM Miami FL Talk KYKS-FM Lufkin TX Country WIOD-AM Miami FL News WEBL-FM Macon GA Country WLVE-FM Miami FL New AC WIBB-FM Macon GA Urban Adult Con WMGE-FM Miami FL Hispanic WLCG-AM Macon GA Gospel WMI B-FM Miami FL Urban Contemporary WMWR-AM Macon GA Talk WISN-AM Milwaukee Wl Talk WQBZ-FM Macon GA Album-Oriented WKKV-FM Milwaukee Wl Urban Contemporary WRBV-FM Macon GA Urban Adult Con WMIL-FM Milwaukee Wl Country WYNF-FM Macon GA Alt/Modern Rock WOKY-AM Milwaukee Wl Big Band WIBA-AM Madison Wl News/Talk WQBW-FM Milwaukee Wl Classic Rock WIBA-FM Madison Wl Classic Rock WRIT-FM Milwaukee Wl Gold WMAD-FM Madison Wl Alt/Modern Rock KDWB-FM Minneapolis MN Contemporary Hits WTSO-AM Madison Wl Sports KEEY-FM Minneapolis MN Country WXXM-FM Madison Wl Talk KFAN-AM Minneapolis MN Sports WZEE-FM Madison Wl Contemporary Hits KFXN-AM Minneapolis MN Sports WGIR-AM Manchester NH News/Talk KJZI-FM Minneapolis MN New AC WGIR-FM Manchester NH Album-Oriented KQQL-FM Minneapolis MN Gold KXLP-FM Mankato MN Classic Rock KTCZ-FM Minneapolis MN Adult Alternative KYSM-AM Mankato MN Sports KCJB-AM Minot ND Country KYSM-FM Mankato MN Country KIZZ-FM Minot ND Contemporary Hits WMAN-AM Mansfield OH News/Talk KMXA-FM Minot ND AC

Page 5 of 9 Clear Channel Radio Stations, Market, and Format

KRRZ-AM Minot ND Gold KOGA-AM Ogallala NE Middle of the Road KYYX-FM Minot ND Country KOGA-FM Ogallala NE AC KZPR-FM Minot ND Classic Rock KEBC-AM Oklahoma City Talk KBAZ-FM Missoula MT Alt/Modern Rock KHBZ-FM Oklahoma City Alt/Modem Rock KGVO-AM Missoula MT News/Talk KJYO-FM Oklahoma City Contemporary Hits KLCY-AM Missoula MT Middle of the Road KTOK-AM Oklahoma City News/Talk KLTC-FM Missoula MT Adult Alternative KTST-FM Oklahoma City Country KLYQ-AM Missoula MT News/Talk KXXY-FM Oklahoma City Country KYSS-FM Missoula MT Country KFAB-AM Omaha NE News/Talk WKSJ-FM Mobile AL Country KGOR-FM Omaha NE Gold WMXC-FM Mobile AL AC KHUS-FM Omaha NE Country WPMI-AM Mobile AL News/Talk KQBW-FM Omaha NE Album-Oriented WRKH-FM Mobile AL Classic Rock KXKT-FM Omaha NE Country KFIV-AM Modesto CA News/Talk WFLF-AM Orlando FL News/Talk KJSN-FM Modesto CA Soft AC WJRR-FM Orlando FL Alt/Modern Rock KMRQ-FM Modesto CA Alt/Modern Rock WMGF-FM Orlando FL Soft AC KOSO-FM Modesto CA Hot AC WQTM-AM Orlando FL Sports KABL-AM Monterey CA Middle of the Road WRUM-FM Orlando FL Hispanic KDON-FM Monterey CA Contemporary Hits WTKS-FM Orlando FL Talk KOCN-FM Monterey CA Rhythmic Oldies WXXL-FM Orlando FL Contemporary Hits KPRC-FM Monterey CA Hispanic WDIZ-AM Panama Cty FL News KTOM-FM Monterey CA Country WEBZ-FM Panama Cty FL Urban Contemporary KZFX-AM Monterey CA Sports WFBX-FM Panama Cty FL Album-Oriented WHLW-FM Montgomery AL Urban Inspirati WFSY-FM Panama Cty FL AC WWMG-FM Montgomery AL Urban Adult Con WPAP-FM Panama Cty FL Country WZHT-FM Montgomery AL Urban Contemporary WPBH-FM Panama Cty FL Gold WFXN-FM Mt Vernon OH Classic Rock WDMX-FM Parkersburg VW Gold WXXF-FM Mt Vernon OH Classic Rock WHNK-AM Parkersburg WV Country WXXR-FM Mt Vernon OH Classic Rock WLTP-AM Parkersburg VW News/Talk WKBZ-AM Muskegon Ml Talk WNUS-FM Parkersburg VW Country WMHG-AM Muskegon Ml Middle of the Road WRVB-FM Parkersburg WV Modern AC WMRR-FM Muskegon Ml Classic Rock WTKX-FM Pensacola FL Album-Oriented WMUS-FM Muskegon Ml Country WDAS-AM Philadelphia PA Gospel WSHZ-FM Muskegon Ml Hot AC WDAS-FM Philadelphia PA Urban Adult Con WLAC-AM Nashville TN News/Talk WIOQ-FM Philadelphia PA Contemporary Hits WNRQ-FM Nashville TN Classic Rock WJJZ-FM Philadelphia PA New AC WRVW-FM Nashville TN Contemporary Hits WSNI-FM Philadelphia PA AC WSIX-FM Nashville TN Country WUSL-FM Philadelphia PA Urban Contemporary WUBT-FM Nashville TN Urban Contemporary KESZ-FM Phoenix AZ AC WALK-AM Mass-Suff NY (LI) Middle of the Road KFYI-AM Phoenix AZ Talk WALK-FM Nass-Suff NY (LI) AC KGME-AM Phoenix AZ Sports WAVZ-AM New Haven CT Talk KMXP-FM Phoenix AZ AC WELI-AM New Haven CT News/Talk KNIX-FM Phoenix AZ Country WKCI-FM New Haven CT Contemporary Hits KOY-AM Phoenix AZ Middle of the Road KHEV-FM New Orleans LA Urban Inspirati KYOT-FM Phoenix AZ New AC WNOE-FM New Orleans LA Country KZZP-FM Phoenix AZ Contemporary Hits WODT-AM New Orleans LA Sports WBGG-AM Pittsburgh PA Sports WQUE-FM New Orleans LA Urban Contemporary WDVE-FM Pittsburgh PA Album-Oriented WRNO-FM New Orleans LA Classic Rock WKST-FM Pittsburgh PA Contemporary Hits WYLD-AM New Orleans LA Gospel WPGB-FM Pittsburgh PA Talk WYLD-FM New Orleans LA Urban Adult Con WWSW-FM Pittsburgh PA Gold WAXQ-FM New York NY Classic Rock WXDX-FM Pittsburgh PA Alt/Modern Rock WHTZ-FM New York NY Contemporary Hits KLLP-FM Pocatello ID Hot AC WKTU-FM New York NY Rhythmic AC KPKY-FM Pocatello ID Gold

WLTW-FM New York NY AC KWIK-AM Pocatello ID News/Talk WWPR-FM New York NY Urban Contemporary KEX-AM OR 'ortland Full Service WFKP-FM Newburgh NY Soft AC KKCW-FM Portland OR AC WRWD-AM Newburgh NY Country KKRZ-FM Portland OR Contemporary Hits WCDG-FM Norfolk VA Gold KPOJ-AM Portland OR Talk WJCD-FM Norfolk VA Soft AC KRVO-FM Portland OR Classic Hits WKUS-FM Norfolk VA Urban Adult Con WERZ-FM Portsmouth NH Hot AC WOWI-FM Norfolk VA Urban Contemporary WGIN-AM Portsmouth NH News/Talk KCHX-FM Odessa-Midland TX AC WGIP-AM Portsmouth NH News/Talk KCRS-AM Odessa-Midland TX News/Talk WHEB-FM Portsmouth NH Album-Oriented KCRS-FM Odessa-Midland TX Contemporary Hits WMYF-AM Portsmouth NH Middle of the Road KFZX-FM Odessa-Midland TX Classic Rock WQSO-FM Portsmouth NH Gold KMRK-FM Odessa-Midland TX Contemporary Hits WUBB-FM Portsmouth NH Country KMCX-FM Ogallala NE Country WBPM-FM Poughkeepsie NY Gold

Page 6 of 9 Clear Channel Radio Stations, Market, and Format

WBWZ-FM Poughkeepsie NY Hot AC WMCM-FM Rockland ME Country WCTW-FM Poughkeepsie NY Soft Rock WQSS-FM Rockland ME Classic Hits WGHQ-AM Poughkeepsie NY News/Talk WRKD-AM Rockland ME Sports WHUC-AM Poughkeepsie NY Middle of the Road KFBK-AM Sacramento CA News/Talk WKIP-AM Poughkeepsie NY Middle of the Road KGBY-FM Sacramento CA AC WPKF-FM Poughkeepsie NY Rhythmic CHR KHYL-FM Sacramento CA Rhythmic Oldies WRNQ-FM Poughkeepsie NY Soft AC KSTE-AM Sacramento CA Talk WRWD-FM Poughkeepsie NY Country WDKZ-FM Salisbury MD Contemporary Hits W2CR-FM Poughkeepsie NY Gold WJDY-AM Salisbury MD Gospel WHJJ-AM Providence Rl Talk WLBW-FM Salisbury MD Gold WHJY-FM Providence Rl Album-Oriented WOSC-FM Salisbury MD Album-Oriented WSNE-FM Providence Rl AC WQHQ-FM Salisbury MD AC WWBB-FM Providence Rl 70s Oldies WSBY-FM Salisbury MD Urban Adult Con KCCY-FM Pueblo CO Country WTGM-AM Salisbury MD Sports KCSJ-AM Pueblo CO News/Talk WWFG-FM Salisbury MD Country KDZA-FM Pueblo CO Gold KALL-AM Salt Lake City UT Sports KGHF-AM Pueblo CO Sports KJMY-FM Salt Lake City UT Alt/Modern Rock KPHT-FM Pueblo CO Gold KNRS-AM Salt Lake City UT Talk WCCF-AM Punta Gorda FL News/Talk KODJ-FM Salt Lake City UT Gold WCVU-FM Punta Gorda FL Easy Listening KOSY-FM Salt Lake City UT Soft AC WIKX-FM Punta Gorda FL Country KXRV-FM Salt Lake City UT Classic Hits WKII-AM Punta Gorda FL Middle of the Road KZHT-FM Salt Lake City UT Contemporary Hits KCQQ-FM Quad Cities IA-IL Classic Hits KAJA-FM San Antonio TX Country KMXG-FM Quad Cities IA-IL AC KQXT-FM San Antonio TX Soft AC KUUL-FM Quad Cities IA-IL Gold KRPT-FM San Antonio TX Talk WFXN-AM Quad Cities IA-IL Sports KTKR-AM San Antonio TX Sports WLLR-FM Quad Cities IA-IL Country KXXM-FM San Antonio TX Contemporary Hits WOC-AM Quad Cities IA-IL News/Talk WOAI-AM San Antonio TX News/Talk WDCG-FM Raleigh NC Contemporary Hits KGB-FM San Diego CA Classic Rock WDUR-AM Raleigh NC Sports KHTS-FM San Diego CA Contemporary Hits WRDU-FM Raleigh NC Classic Rock KIOZ-FM San Diego CA Album-Oriented WRSN-FM Raleigh NC Soft Rock KLSD-AM San Diego CA Talk WRVA-FM Raleigh NC Adult Alternative KMYI-FM San Diego CA Hot AC WRAW-AM Reading PA Gold KOGO-AM San Diego CA News/Talk WRFY-FM Reading PA Contemporary Hits KUSS-FM San Diego CA Country WBTJ-FM Richmond VA Urban Contemporary KIOI-FM San Francisco CA Hot AC WRNL-AM Richmond VA Sports KISQ-FM San Francisco CA Rhythmic AC WRVA-AM Richmond VA News/Talk KKSF-FM San Francisco CA New AC WRVQ-FM Richmond VA Contemporary Hits KMEL-FM San Francisco CA Contemporary Hits WRXL-FM Richmond VA Alt/Modern Rock KQKE-AM San Francisco CA Talk WTVR-FM Richmond VA Soft AC KYLD-FM San Francisco CA Contemporary Hits KDIF-AM Riverside CA Hispanic KCNL-FM San Jose CA Alt/Modern Rock KGGI-FM Riverside CA Contemporary Hits KSJO-FM San Jose CA Hispanic KKDD-AM Riverside CA Children KUFX-FM San Jose CA Classic Rock KMYT-FM Riverside CA New AC KSLY-FM San Luis Obispo CA Country KTDD-AM Riverside CA Country KSTT-FM San Luis Obispo CA Soft AC KTMQ-FM Riverside CA Classic Rock KURQ-FM San Luis Obispo CA Album-Oriented WGMN-AM Roanoke VA Sports KVEC-AM San Luis Obispo CA News/Talk WJJS-FM Roanoke VA Rhythmic CHR WCPZ-FM Sandusky OH Hot AC WJJX-FM Roanoke VA Rhythmic CHR WLEC-AM Sandusky OH Middle of the Road WROV-FM Roanoke VA Classic Rock WMJK-FM Sandusky OH Classic Rock WSNV-FM Roanoke VA AC WYNT-FM Sandusky OH 70s Oldies WSNZ-FM Roanoke VA Soft AC KBKO-AM Santa Barbara CA Hispanic WVGM-AM Roanoke VA Sports KIST-AM Santa Barbara CA Talk WYYD-FM Roanoke VA Country KIST-FM Santa Barbara CA Alt/Modern Rock W2BL-FM Roanoke VA Country KSBL-FM Santa Barbara CA AC KMFX-AM Rochester MN Country KSPE-FM Santa Barbara CA Hispanic KMFX-FM Rochester MN Country KTMS-AM Santa Barbara CA News/Talk KNFX-AM Rochester MN Sports KTYD-FM Santa Barbara CA Album-Oriented KRCH-FM Rochester MN Classic Rock KBAC-FM Santa Fe NM Adult Alternative KWEB-AM Rochester MN Sports KSFQ-FM Santa Fe NM New AC WFXF-FM Rochester NY Classic Hits KSMA-AM Santa Maria CA News/Talk WHAM-AM Rochester NY News/Talk KSMY-FM Santa Maria CA Hispanic WHTK-AM Rochester NY Sports KSNI-FM Santa Maria CA Country WISY-FM Rochester NY Soft AC KXFM-FM Santa Maria CA Classic Rock WKGS-FM Rochester NY Contemporary Hits WCTQ-FM Sarasota FL Country WNVE-FM Rochester NY Album-Oriented WDDV-AM Sarasota FL Soft AC WVOR-FM Rochester NY Hot AC WLTQ-FM Sarasota FL Soft AC

Page 7 of 9 Clear Channel Radio Stations, Market, and Format

WSRQ-AM Sarasota FL News/Talk KQOD-FM Stockton CA Rhythmic AC WSRZ-FM Sarasota FL Gold KUYL-AM Stockton CA Religion WTZB-FM Sarasota FL Alt/Modern Rock WHCY-FM Sussex NJ Contemporary Hits WAEV-FM Savannah GA Contemporary Hits WNNJ-AM Sussex NJ Gold WLVH-FM Savannah GA Urban Adult Con WNNJ-FM Sussex NJ Classic Rock WQBT-FM Savannah GA Urban Contemporary WSUS-FM Sussex NJ Bof Rock WSOK-AM Savannah GA Gospel WBBS-FM Syracuse NY Country WTKS-AM Savannah GA News/Talk WHEN-AM Syracuse NY Sports WYKZ-FM Savannah GA Soft AC WPHR-FM Syracuse NY Urban Adult Con KFNK-FM Seattle WA Alt/Modern Rock WSYR-AM Syracuse NY Talk KHHO-AM Seattle WA Sports WWDG-FM Syracuse NY Album-Oriented KJR-AM Seattle WA Sports WWHT-FM Syracuse NY Contemporary Hits KJR-FM Seattle WA Classic Hits WYYY-FM Syracuse NY AC KUBE-FM Seattle WA Contemporary Hits WBWT-FM Tallahassee FL Urban Contemporary KSEN-AM Shelby MT Gold WNLS-AM Tallahassee FL News/Talk KZIN-FM Shelby MT Country WTLY-FM Tallahassee FL AC KEEL-AM Shreveport LA News/Talk WTNT-FM Tallahassee FL Country KRUF-FM Shreveport LA Contemporary Hits WXSR-FM Tallahassee FL Alt/Modern Rock KTUX-FM Shreveport LA Album-Oriented WBTP-FM Tampa FL Urban Contemporary KVKI-FM Shreveport LA AC WDAE-AM Tampa FL Sports KWKH-AM Shreveport LA Country WFLA-AM Tampa FL News/Talk KXKS-FM Shreveport LA Country WFLZ-FM Tampa FL Contemporary Hits KGLI-FM Sioux City IA Contemporary Hits WFUS-FM Tampa FL Country KMNS-AM Sioux City IA News/Talk WHNZ-AM Tampa FL Business KSEZ-FM Sioux City IA Album-Oriented WMTX-FM Tampa FL AC KSFT-FM Sioux City IA Soft AC WXTB-FM Tampa FL Album-Oriented KWSL-AM Sioux City IA Hispanic KKYR-FM Texarkana TX-AR Country WKEQ-FM Somerset KY Classic Hits KMJI-FM Texarkana TX-AR AC WLLK-FM Somerset KY AC KOSY-AM Texarkana TX-AR Middle of the Road WSEK-FM Somerset KY Country KPWW-FM Texarkana TX-AR Contemporary Hits WSFC-AM Somerset KY News KYGL-FM Texarkana TX-AR Classic Rock WSFE-AM Somerset KY Sports WTTF-AM Tiffin OH AC WAIL-FM South Florida FL Classic Rock WCKY-FM Toledo OH Country WCTH-FM South Florida FL Country WCWA-AM Toledo OH Sports WEOW-FM South Florida FL Contemporary Hits WIOT-FM Toledo OH Album-Oriented WFKZ-FM South Florida FL Classic Rock WPFX-FM Toledo OH Classic Rock WKEY-FM South Florida FL AC WRVF-FM Toledo OH Soft AC WKEZ-FM South Florida FL Easy Listening WSPD-AM Toledo OH News/Talk KCDA-FM Spokane WA Modern AC WVKS-FM Toledo OH Contemporary Hits KISC-FM Spokane WA Soft AC KEYW-FM Tri-Cities WA Hot AC KIXZ-FM Spokane WA Country KFLD-AM Tri-Cities WA Talk KKZX-FM Spokane WA Classic Rock KOLW-FM Tri-Cities WA Gold KPTQ-AM Spokane WA Talk KORD-FM Tri-Cities WA Country KQNT-AM Spokane WA News/Talk KXRX-FM Tri-Cities WA Album-Oriented WCVS-FM Springfield IL Classic Hits KNST-AM Tucson AZ News/Talk WFM8-AM Springfield IL Sports KOHT-FM Tucson AZ Rhythmic CHR WFM8-FM Springfield IL Country KRQQ-FM Tucson AZ Contemporary Hits WXAJ-FM Springfield IL Contemporary Hits KTZR-FM Tucson AZ Hispanic WHYN-AM Springfield MA News/Talk KWFM-AM Tucson AZ Gold WHYN-FM Sprinofield MA Hot AC KWMT-FM Tucson AZ Adult Alternative WNNZ-AM Springfield MA Sports KXEW-AM Tucson AZ Hispanic WPKX-FM Springfield MA Country KAKC-AM Tulsa OK Business KGBX-FM Springfield MO AC KIZS-FM Tulsa OK Hispanic KGMY-AM Springfield MO Sports KMOD-FM Tulsa OK Album-Oriented KSWF-FM Springfield MO Country KQLL-FM Tulsa OK Gold KTOZ-FM Springfield MO Hot AC KTBT-FM Tulsa OK Rhythmic CHR KXUS-FM Springfield MO Classic Rock KTBZ-AM Tulsa OK Sports KATZ-AM St Louis MO Gospel WBVV-FM Tupelo MS Gospel KATZ-FM St Louis MO Urban Contemporary WESE-FM Tupelo MS Urban Contemporary KLOU-FM St Louis MO Gold WKMQ-AM Tupelo MS Talk KMJM-FM St Louis MO Urban Adult Con WTUP-AM Tupelo MS Sports KSD-FM St Louis MO Country WWZD-FM Tupeio MS Country KSLZ-FIVi St Louis MO Contemporary Hits WACT-AM Tuscaloosa AL Sports WFMX-FM Statesville NC Country WRTR-FM Tuscaloosa AL Classic Rock Wsic-AM Statesville NC News/Talk WTXT-FM Tuscaloosa AL Country WKCI-AM Staunton VA News/Talk WZBQ-FM Tuscaloosa AL Contemporary Hits WKDW-AM Staunton VA Country KEZJ-FM Twin Falls ID Country WSVO-FM Staunton VA Soft AC KLIX-AM Twin Falls ID News/Talk

Page 8 of 9 Clear Channel Radio Stations, Market, and Format

KLIX-FM Twin Falls ID Gold KBGE-AM Tyler TX Classic Rock KISX-FM Tyler TX Contemporary Hits KKTX-FM Tyler TX Classic Rock KNUE-FM Tyler TX Country KTYL-FM Tyler TX Hot AC WADR-AM Utica NY Sports WIXT-AM Utica NY Sports WOKR-FM Utica NY Classic Hits WOUR-FM Utica NY Album-Oriented WRNY-AM Utica NY Sports WSKS-FM Utica NY Contemporary Hits WSKU-FM Utica NY Contemporary Hits WUMX-FM Utica NY Hot AC WUTQ-AM Utica NY Sports KATJ-FM Victor Valley CA Country KIXA-FM Victor Valley CA Classic Rock KIXW-AM Victor Valley CA Talk KRSX-FM Victor Valley CA Gold KZXY-FM Victor Valley CA Hot AC KIXS-FM Victoria TX Country KLUB-FM Victoria TX Classic Rock KQVT-FM Victoria TX AC KVBL-AM Visalia CA Sports KBGO-FM Waco TX Gold KBRQ-FM Waco TX Classic Rock KWTX-AM Waco TX News/Talk KWTX-FM Waco TX Contemporary Hits WACO-FM Waco TX Country WCHO-AM Wash Courthouse OH Middle of the Road WCHO-FM Wash Courthouse OH Country WASH-FM Washington DC AC WBIG-FM Washington DC Gold WIHT-FM Washington DC Contemporary Hits WMZQ-FM Washington DC Country WTEM-AM Washington DC Sports WTNT-AM Washington DC Talk WWDC-FM Washington DC Album-Oriented WWRC-AM Washington DC Talk WBZT-AM West Palm FL Talk WJNO-AM West Palm FL News/Talk WKGR-FM West Palm FL Classic Rock WLDI-FM West Palm FL Contemporary Hits WOLL-FM West Palm FL AC WRLX-FM West Palm FL Soft AC WZZR-FM West Palm FL Talk WBBD-AM Wheeling WV Middle of the Road WEGW-FM Wheeling WV Album-Oriented WKWK-FM Wheeling WV Hot AC WOVK-FM Wheeling WV Country WVKF-FM Wheeling WV Contemporary Hits WWVA-AM Wheeling WV News/Talk KBZS-FM Wichita Falls TX Album-Oriented KNIN-FM Wichita Falls TX Contemporary Hits KWFS-AM Wichita Falls TX Talk KWFS-FM Wichita Falls TX Country KRBB-FM Wichita KS Soff AC KTHR-FM Wichita KS Classic Rock KZCH-FM Wichita KS Rhythmic CHR KZSN-FM Wichita KS Country WBLJ-FM Wiliiamsport PA Country WBYL-FM Williamsport PA Country WKSB-FM Williamsport PA AC WRAK-AM Williamsport PA News/Talk WRKK-AM Wiliiamsport PA News/Talk WVRT-FM Williamsport PA Contemporary Hits WVRZ-FM Williamsport PA Contemporary Hits WDOV-AM Wilmington DE News/Talk

Page9of9

Clear Channel Stations Streaming as of September 2005

WRAK-FM Albany GA Hot AC KVUU-FM Colo. Springs CO Hot AC ~FM Albany NY AltModern Rock WDAK-AM Columbus GA News/Talk WKKP-FM Albany NY Contemp. Hits WTVN-AM Columbus OH News/Talk WOFX-AM Albany NY Sports KDGE-FM Dallas TX Alt/Modern Rock WRYE-PM Albany NY Rock AC KDMX-FM Dallas TX AC KABQ-FM Albuquerque NM Hispanic KEGLFM Dallas TX Hispanic KBQI-FM Albuquerque NM Country KHKS-PM Dallas TX Contemp. Hits KPBK-PM Albuquerque NM Modern Adult Co KZPS-FM Dallas TX Classic Rock KSYU-FM Albuquerque NM Rhythmic AC WDKF-FM Dayton OH Contemp. Hits KTEG-FM Albuquerque NM Alt/Modern Rock WDSJ-FM Dayton OH New AC KZRR-PM Albuquerque NM Album-Oriented WLQT-PM Dayton OH Soft AC WTKA-AM Ann Arbor MI Sports WMMX-FM Dayton OH Hot AC WKSF-PM Asheville NC Country WTUB-FM Dayton OH Album-Oriented WPFX-AM Asheville NC Talk WXEG-FM Dayton OH AltModem Rock WQNQ-FM Asheville NC Hot AC KBCO-FM Denver CO Adult Alt. WQNS-FM Asheville NC Classic Rock KBPI-FM Denver CO Album-Oriented WWNC-AM Asheville NC News/Talk KPMD-FM Denver CO Latino WBZY-FM Atlanta GA Alt/Modern Rock KHOW-AM Denver CO News/Talk WGST-AM Atlanta GA News/Talk KKZN-AM Denver CO Talk WKLS-FM Atlanta GA Album-Oriented KOA-AM Denver CO News/Talk WLTM-FM Atlanta GA Soft AC KRFX-PM Denver CO Classic Rock KASE-FM Austin TX Country WDTW-AM Detroit MI Talk ~-FM Austin TX Rhythmic AC WDTW-FM Detroit MI Classic Rock KHFI-PM Austin TX Contemp. Hits WJLB-FM Detroit MI Urban Contempor KVET-AM Austin TX Sports WKQI-FM Detroit MI Contemp. Hits KVET-FM Austin TX Country WMXD-FM Detroit MI Urban AC WCAO-AM Baltimore MD Gospel WNIC-PM Detroit MI Soft Rock WPOC-FM . Baltimore MD Country XEPR-FM El Paso TX Classic Rock WSMJ-FM Baltimore MD New AC KFGO-AM Pargo ND News/Talk KRVE-FM Baton Rouge LA AC KRVI-PM Fargo ND Soft Rook WFMP-FM Baton Rouge LA Contemp. Hits KALZ-FM Fresno CA Modern Adult Co WJBO-AM Baton Rouge LA News/Talk KBOS-FM Fresno CA Contemp. Hits WSKR-AM Baton Rouge LA Sports KEZL-FM Fresno CA New AC WYNK-FM Baton Rouge LA Country KRZR-FM Fresno CA Album-Oriented KIDO-AM Boise ID News/Talk KSOF-FM Fresno CA Soft Rock WJMN-PM Boston MA Contemp. Hits WBTT-FM Pt Myers PL Urban Contempor WKOX-AM Boston MA Talk WCKT-FM Ft Myers PL Country WXKS-FM Boston MA Contemp. Hits WOLZ-FM Ft Myers FL AC KAGG-FM Bryan TX Country WZJZ-FM Ft Myers PL New AC KNBQ-FM Centralia WA Country WSYR-FM Ft Pierce FL Hot AC WEND-FM Charlotte NC Alt/Modern Rock WZTA-AM Ft Pierce FL News/Talk WIBT-FM Charlotte NC Rhythmic CHR WBCT-FM Grand Rapids Country WKKT-FM Charlotte NC Country WBPX-FM Grand Rapids Classic Rock WLYT-FM Charlotte NC Soft AC WOOD-AM Grand Rapids Full Service WRPX-FM Charlotte NC Classic Rock WOOD-FM Grand Rapids Soft AC WGCI-PM Chicago IL Urban Contempor WSNX-PM Grand Rapids Contemp. Hits WGRB-AM Chicago IL Gospel WTKG-AM Grand Rapids Talk WKSC-FM Chicago IL Contemp. Hits WVTI-FM Grand Rapids Classic Hits WLIT-FM Chicago IL AC WGBT-FM Greensbom-WS Rhythmic CHR WNUA-FM Chicago IL New AC WMAG-FM Greensboro-WS AC WRLLAM Chicago IL Gold WTQR-FM Greensboro-WS Country WVAZ-FM Chicago IL Urban AC WVBZ-FM Greensboro-WS Album-Oriented WCKY-AM Cincinnati OH Talk WBZT-PM Greenville SC Album-Oriented WEBN-FM Cincinnati OH Album-Oriented WESC-PM Greenville SC Country WKFS-FM Cincinnati OH Contemp. Hits WMYI-FM Greenville SC AC WKRC-AM Cincinnati OH Talk WSSL-FM Greenville SC Country WLW-AM Cincinnati OH News KGYN-AM Guymon OK Country WSAI-AM Cincinnati OH Sports WHCN-FM Hartford CT Rock AC WVMX-FM Cincinnati OH AC WKSS-FM Hartford CT Contemp. Hits WAKS-PM Cleveland OH Contemp. Hits WWYZ-FM Hartford CT Country WGAR-FM Cleveland OH Country KBME-AM Houston TX Sports WMJI-FM Clevehmd OH Gold KHMX-FM Houston TX Hot AC WMMS-FM Cleveland OH Album-Oriented KKRW-FM Houston TX Classic Rock WMVX-FM Cleveland OH Rock AC KLOL-FM Houston TX Hispanic WTAM-AM Cleveland OH News/Talk KODA-FM Houston TX AC KIBT-FM Colo. Springs CO Rhythmic CHR KPRC-AM Houston TX Talk KKLI-FM Colo. Springs CO Soft AC KTBZ-FM Houston TX Alt/Modern Rock

RBX 21 KTRH-AM Houston TX News WLAC-AM Nashville TN News/Talk WAMX-FM Hunt-Ashland WV Alt/Modern Rock WSIX-FM Nashville TN Country WBKS-FM Hunt-Ashland WV Contemp. Hits WALK-AM Nass-SuffNY (Lg MOR WBVB-FM Hunt-Ashland WV Gold WALK-FM Nasa-SuffNY (LI) AC WKEE-FM Hunt-Ashland WV Contemp. Hits WAVZ-AM New Haven CT Talk WTCR-FM Hunt-Ashland WV Country WELI-AM New Haven CT News/Talk WVHU-AM Hunt-Ashland WV News/Talk WAXQ-FM New York NY Classic Rock WTJS-AM Jackson TN News/Talk WHTZ-FM New York NY Contemp. Hits WFKS-FM Jacksonville FL Contemp. Hits WKTU-FM New York NY Rhythmic AC WFXJ-AM Jacksonville FL Sports WLTW-FM New York NY AC WJBT-FM Jacksonville FL Urban Contempor WRWD-AM Newburgh NY Country WPLA-FM Jacksonville FL Alt/Modem Rock WJCD-FM Norfolk VA Soft AC WQIK-FM Jacksonville FL Country KMCX-FM Ogallala NE Country WROO-FM Jacksonville FL Country KOGA-FM Ogallala NE AC WSOL-FM Jacksonville FL Urban AC KHBZ-FM Oklahoma City Alt/Modern Rock KIIZ-FM Kileen-Temple TX Urban Contempor KJYO-FM Oklahoma City Contemp. Hits KLFX-FM Kileen-Temple TX Classic Rock KTOK-AM Oklahoma City News/Talk KLAW-FM Lawton OK Country KTST-FM Oklahoma City Country KIBZ-FM Lincoln NE Album-Oriented KXXY-FM Oklahoma City Country KDJE-FM Little Rock AR Alt/Modem Rock KEFM-FM Omaha NE Adult Hits KHKN-FM Little Rock AR Country KFAB-AM Omaha NE News/Talk KMJX-FM Little Rock AR Classic Rock WFLF-AM Orlando FL News/Talk KMSX-FM Little Rock AR AC WJRR-FM Orlando FL Alt/Modem Rock KSSN-FM Little Rock AR Country WMGF-FM Orlando FL Soft AC KBIG-FM Los Angeles CA Hot AC WQTM-AM Orlando FL Sports KFI-AM Los Angeles CA News/Talk WRUM-FM Orlando FL Hispanic KHHT-FM Los Angeles CA Rhythmic AC WXXL-FM Orlando FL Contemp. Hits KIIS-FM Los Angeles CA Contemp. Hits WDAS-FM Philadelphia PA Urban AC KLAC-AM Los Angeles CA Sports WIOQ-FM Philadelphia PA Contemp. Hits KOST-FM Los Angeles CA AC WJJZ-FM Philadelphia PA New AC KTLK-AM Los Angeles CA Talk WSNI-FM Philadelphia PA AC KYSR-FM Los Angeles CA Modern Adult Co KESZ-FM Phoenix AZ AC WHAS-AM Louisville KY News/Talk KGME-AM Phoenix AZ Sports WIBA-AM Madison WI News/Talk KMXP-FM Phoenix AZ AC WXXM-FM Madison WI Talk KNIX-FM Phoenix AZ Country WGIR-FM Manchester NH Album-Oriented KOY-AM Phoenix AZ MOR WMRN-AM Marion OH News/Talk KYOT-FM Phoenix AZ New AC WDDD-FM Marion-Carbondale IL Country KZZP-FM Phoenix AZ Contemp. Hits WQUL-FM Marion-Carbondale IL Classic Rock WDVE-FM Pittsburgh PA Album-Oriented WTAO-FM Marion-Carbondale IL Album-Oriented WKST-FM Pittsburgh PA Contemp. Hits WVZA-FM Marion-Carbondale IL Contemp. Hits WPGB-FM Pittsburgh PA Talk WBVD-FM Melbourne FL Rhythmic CHR WWSW-FM Pittsburgh PA Gold WLRQ-FM Melbourne FL AC WXDX-FM Pittsburgh PA Alt/Modern Rock WMMB-AM Melbourne FL News/Talk KEX-AM Portland OR Full Service KWAM-AM Memphis TN Talk KKCW-FM Portland OR AC KJMS-FM Memphis TN Urban AC KKRZ-FM Portland OR Contemp. Hits WDIA-AM Memphis TN Urban AC KPOJ-AM Portland OR Talk WEGR-FM Memphis TN Classic Rock KRVO-FM Portland OR Classic Hits WHAL-FM Memphis TN Urban Inspirati WHEB-FM Portsmouth NH Album-Oriented WHRK-FM Memphis TN Urban Contempor WRNQ-FM Poughkeepsie NY Soft AC WREC-AM Memphis TN News/Talk WHJY-FM Providence RI Album-Oriented WBGG-FM Miami FL Classic Rock KCCY-FM Pueblo CO Country WHYI-FM Miami FL Contemp. Hits WRVA-AM Richmond VA News/Talk WINZ-AM Miami FL Talk WRVQ-FM Richmond VA Contemp. Hits WIOD-AM Miami FL News WRXL-FM Richmond VA Alt/Modem Rock WLVE-FM Miami FL New AC WTVR-FM Richmond VA Soft AC WMGE-FM Miami FL Hispanic KGGI-FM Riverside CA Contemp. Hits WMIB-FM Miami FL Urban Contempor KFBK-AM Sacramento CA News/Talk WISN-AM Milwaukee WI Talk KGBY-FM Sacramento CA AC WMIL-FM Milwaukee WI Country KSTE-AM Sacramento CA Talk WQBW-FM Milwaukee WI Classic Rock KALL-AM Salt Lake City UT Sports KDWB-FM Minneapolis MN Contemp. Hits KJMY-FM Salt Lake City UT Alt/Modern Rock KEEY-FM Minneapolis MN Country KNRS-AM Salt Lake City UT Talk KFAN-AM Minneapolis MN Sports KODJ-FM Salt Lake City UT Gold KJZI-FM Minneapolis MN New AC KOSY-FM Salt Lake City UT Soft AC KQQL-FM Minneapolis MN Gold KXRV-FM Salt Lake City UT Classic Hits KQRS-FM Minneapolis MN Classic Rock KZHT-FM Salt Lake City UT Contemp, Hits KTCZ-FM Minneapolis MN Adult Alt. KAJA-FM San Antonio TX Country WPMI-AM Mobile AL News/Talk KQXT-FM San Antonio TX Soft AC KABL-AM Monterey CA MOR KRPT-FM San Antonio TX Talk KTKR-AM San Antonio TX Sports KTBZ-AM Tulsa OK Sports WOAI-AM San Antonio TX News/Talk WADR-AM Utica NY Sports KGB-FM San Diego CA Classic Rock WRNY-AM Utica NY Sports KHTS-FM San Diego CA Contemp. Hits KBGO-FM Waco TX Gold KIOZ-FM San Diego CA Album-Oriented KBRQ-FM Waco TX Classic Rock KLSD-AM San Diego CA Talk KWTX-FM Waco TX Contemp. Hits KMYI-FM San Diego CA Hot AC WACO-FM Waco TX Country KOGO-AM San Diego CA News/Talk WASH-FM Washington DC AC KUSS-FM San Diego CA Country WBIG-FM Washington DC Gold XHOCL-FM San Diego Latino WIHT-FM Washington DC Contemp. Hits XTRA-FM San Diego Hot AC WMZQ-FM Washington DC Country KIOI-FM San Francisco CA Hot AC WTEM-AM Washington DC Sports KISQ-FM San Francisco CA Rhythmic AC WTNT-AM Washington DC Talk KKSF-FM San Francisco CA New AC WWDC-FM Washington DC Album-Oriented KMEL-FM San Francisco CA Contemp. Hits WWRC-AM Washington DC Talk KQKE-AM San Francisco CA Talk WBZT-AM West Palm FL Talk KYLD-FM San Francisco CA Contemp. Hits WJNO-AM West Palm FL News/Talk KCNL-FM San Jose CA Alt/Modern Rock WKGR-FM West Palm FL Classic Rock KSJO-FM San Jose CA Hispanic WLDI-FM West Palm FL Contemp. Hits KUFX-FM San Jose CA Classic Rock WOLL-FM West Palm FL AC WAMR-AM Sarasota FL Sports WRLX-FM West Palm FL Soft AC WCTQ-FM Sarasota FL Country WZZR-FM West Palm FL Talk WSRQ-AM Sarasota FL News/Talk WWVA-AM Wheeling WV News/Talk WSRZ-FM Sarasota FL Gold KRBB-FM Wichita KS Soft AC WTZB-FM Sarasota FL Alt/Modem Rock KTHR-FM Wichita KS Classic Rock KFNK-FM Seattle WA Alt/Modern Rock KZCH-FM Wichita KS Rhythmic CHR KJR-AM Seattle WA Sports KZSN-FM Wichita KS Country KJR-FM Seattle WA Classic Hits WDSD-FM Wilmington DE Country KUBE-FM Seattle WA Contemp. Hits WILM-AM Wilmington DE News/Talk WFMB-FM Springfield IL Country WRDX-FM Wilmington DE Rock AC WHYN-FM Springfield MA Hot AC WWTX-AM Wilmington DE Sports WPKX-FM Springfield MA Country WBBG-FM Youngstown OH Gold KGMY-AM Springfield MO Sports WNCD-FM Youngstown OH Album-Oriented KATZ-AM St Louis MO Gospel WNIO-AM Youngstown OH MOR KATZ-FM St Louis MO Urban Contempor KLOU-FM St Louis MO Gold KMJM-FM St Louis MO Urban AC KSD-FM St Louis MO Country KSLZ-FM St Louis MO Contemp. Hits WKCI-AM Staunton VA News/Talk WHCY-FM Sussex NJ Contemp. Hits WNNJ-AM Sussex NJ Gold WNNJ-FM Sussex NJ Classic Rock WSUS-FM Sussex NJ Soft Rock WBBS-FM Syracuse NY Country WHEN-AM Syracuse NY Sports WPHR-FM Syracuse NY Urban AC WWDG-FM Syracuse NY Album-Oriented WWHT-FM Syracuse NY Contemp. Hits WYYY-FM Syracuse NY AC WBTP-FM Tampa FL Urban Contempor WDAE-AM Tampa FL Sports WFLA-AM Tampa FL News/Talk WFLZ-FM Tampa FL Contemp. Hits WFUS-FM Tampa FL Country WHNZ-AM Tampa FL Business WMTX-FM Tampa FL AC WXTB-FM Tampa FL Album-Oriented WTTF-AM Tiffin OH AC WCKY-FM Toledo OH Country WIGT-FM Toledo OH Album-Oriented WRVF-FM Toledo OH Soft AC WSPD-AM Toledo OH News/Talk WVKS-FM Toledo OH Contemp. Hits KFLD-AM Tri-Cities WA Talk KAKC-AM Tulsa OK Business KIZS-FM Tulsa OK Hispanic KMOD-FM Tulsa OK Album-Oriented KQLL-FM Tulsa OK Gold KTBT-FM Tulsa OK Rhythmic CHR

Clear Channel 2005 JanVune Streaming Expenses

RIAA Bandwidth RIAA Bandwidth RIAA Bandwidth RIAA Bandwidth RIAA Bandwidth RIAA Bandwidth RIAA Bandwidth RIAA Band. Jan-05 Jan-05 Feb-05 Feb-05 Mar-05 Mar-05 A~r-05 A~r-05 ~Ma -05 ~Ma -05 Jun-05 Jun-05 Total Total

Total Corporate Albany, GA Albuquerque, NM Allentown, PA Asheville, NC Ashtabula, OH Atlanta, GA Austin, TX Baltimore, MD Baton Rouge, LA Boise, ID Boston, MA Bryan, TX Casper, WY Charlotte, NC Chicago, IL Chillicothe, OH Cincinnati, OH Cleveland, OH Colo. Springs, CO Columbus, GA Columbus, OH Dallas, TX Dayton, OH Denver, CO Detroit, Ml Fargo, ND Findlay/Tiffin, OH Fresno, CA Ft. Myers/Naples, FL Ft. Pierce, FL Grand Rapids, Ml Greensboro, NC Greenville, SC Hartford, CT Honolulu, Hl Houston, TX Huntington, WV Jackson, TN Jacksonville, FL Killeen, TX Lincoln, NE Little Rock, AR Los Angeles, CA Louisville, KY Madison, Wl Manchester, NH

Marion-Carbondale, I Melbourne, FL Memphis, TN Miami/Ft. Lauderdale

RBX 22

Clear Channel 2005 Jan-JLtne Streaming Expenses

Milwaukee, Wl Minneapolis/St. Paul, Mobile, AL Muscle Shoals, AL Nashville, TN Nassau/Suffolk, NY New Haven, CT New Orleans, LA New York, NY Norfolk, VA Ogallala, NE Oklahoma City, OK Omaha/Council Bluff Orlando, FL Philadelphia, PA Phoenix, AZ Pittsburgh, PA Portland, OR Portsmouth, NH Poughkeepsie, NY Providence, Rl Richmond, VA Riverside/San Bema Rome/Utica, NY Sacramento, CA Salt Lake City, UT San Antonio, TX San Diego, CA San Francisco, CA San Jose, CA Sarasota, FL Seattle, WA Spdingfield, MA Springfield, MO St. Louis, MO Sussex, NJ Syracuse, NY Tampa, FL Toledo, OH Tri Cities, WA Tucson, AZ Tulsa, OK Waco, TX Washington, DC West Palm Beach, F Wilmington, DE Youngstown, OH ( RAIN: Radio And Internet Newsletter

I|IlPj.etI

June 24, 2002 '~

Daily news and commentary on ths ksy iaausa Involving radio and the Internet g taREV. NEXT I/t

Search RAIN Weicomel Contact RhlN I Feedback form f.: . Hanson Consultine Today's previously~cheduled issue of RAIN, featuring RAIN c-,i Vendor Guide Ver. 2.0, has been pushed back a day so that we -";.-~pe could bring you the following major story. (Watch for that (Hint Uss quotes) hdvanced Search issue...and please support the fine firms that bring RAINI) idd tj i nl you

I'xiii:~',I ,Ãm'rnaosed '~f4 I! i:, recordkeeatne 9 mauimments jj CJtRP mcammends tlat.rate rovaltv ChRP based rate an Yahaol deal "Oav af Silenceo 'QeILJ ifJEtt IIO II,'HI338lmI 20 House members IQlfIQI5I 8/ I write Librarian BY PAUL MALONEY AND KURT HANSON Media cnveraee of The voluntary royalty deal between Yahool and the RIAA that the I.ibrarian of Congress announced as his "Oav Sllenceu of template for the entire industry last week was a deal crafted by Yahoo! to shut out small webcasters and Coovrieht Ofnce ; rusts:"::r ul foundtabte decrease competition, Broadcast.corn founder and Callas Hnuse Judlctafv Mavericks owner Mark Cuban revealed to RAIN on Friday. subcommittee hsttdta Although he had left the company by the time the deal was uRlhh mav win signed, Cuban explained In a "RAIN Reader Feedback" e-mail, battle but..." printed in its entire/ below, that the deal conceded a high royalty ChRP fniectedl price to avoid a vpercentageoof-revenues Ravaltv fates royalty rate. around world "Llkeh/'ecant- By doing this, Cuban explains, he hoped that low-revenue Publicationc keeatne rules webcasters would be unable to compete against the well-funded Senate hearlne on Yahool ChRP amcess Ak@l Llbrahan's decision: Cuban also explains that he wanted a per-stream deal because S.0001/nerf. intended Conemssmen he to use amulticastlnga technology to serve multiple welch resoanse listeners with a single stream and report only the initial streams to C'' + 'Nd'=- ~ Mark Cuban's the RIAAI &MR~ fb.man to RhlN XH anaivsis of The final deal between Yahoo! and the RIAA was the lone Cuban e-mail "marketplace deal" upon which the webcast royalty rate was Yahoo ~k~ nI halts based, both in the CARP recommendation last February and the Broadcast.corn Librarian Congress's Sttmat of final decision last Thursday. +as"f~sji" VOW aeutions Conerase Cuban sold his IA.; Minion Fav March network of labels to Net Radios P streaming QIRJxsst broadcasters, ieeal aaaeai " Nhs r: Broadcast.corn, to XPIG donne streamine ' l +Qg - Smau webcasters rotc 8 Y hoolirrhuduol1999, for rooorlod $5 7 bill o. benefit canceft The thinking behind the deal structure, Cuban explains below, Internet Pul was that smaller webcasters, who would be unable to afford to webcast on their own under such terms (because ...Io 9 of the fixed rates), would be compelled to use the services of well-funded aggregators like the Yahoo! Broadcast (Qlrlittlttl service.

IMPORTANT NOTE: The villian in this story Is not Yshool (They were simply being savvy buslnesspeoplel) The '~~5 villisn is the CARP process by which this anti-b/osdcsster, sntiwmaii-webcsster desi became fhe template for Past issues the industry! (See "RAIN Analysis" below.) — KM Site reviews Guest essavs Cuban's e-mall to RAIN follows in its entirety. Metrics analvsls Other Convheht Law Publication! BNE)W

RBX 23 http://www.kurthanson.corn/archive/news/062402/index.asp 10/31/2005 RAIN: Radio And Internet Newsletter

s \ AS BrosclcBst.cofA, I cllcln 't w8nt percen'k" I of-revenue pricing"

.""" I.NBI(10(sn.i A Am@IT(kcrN'uly

2002: Sattwere for RAIN's Channels / Networks mminders provided June 2002: Channels / Networks May 2002: Channels / Networks April 2002: Channels / Networks drnl March 2002: Channels / Networks February 2002: Channels / Networks It's very interesting that they built this on the Yahool/RIAA deal.

It/0%%hSMNILNOB%8% 2 When I was still there (the final deal was signed afler I left Yahool), I hated the price points and explained why they were too high. HOWEVER, I was trying to get concession points from the RIAA. Among those was Recent weeklies: that I, as Broadcastcom, dldn't want percent-of-revenue pricing. Week af Jutv 22 Week of Jutv 15 ft ~ Week of Jutv B Why? Because it meant every "Tom, Dick, and Harry" webcaster could come in and undercut our pricing Weekaf Jutv1 because we had revenue and they didn'. Broadcasters could run ads for free and try to make It up in other Week of June 17 areas so they wouldn't have to pay royalties. Week of June 10 Week of June 3 As an extension to that, I also wanted there to be an advantage to aggregators. If there was a charge per Week af Mav 27 song, it's obvious lots of webcasters couldn't afford to in business on own. Week of Mav 20 stay their THEREFORE, they to I Monthlies: would have come to Broadcastcom to use our services because with our aggregate audience, if the price Jutv 2002 per song was reasonable, we could afford to pay the royalty AND get paid by the webradio stations needing to June 2002 webcas't. Mav 2002 PopStands) Aorrt 20m — More importantly and of course I didn't tell the RIAA this — we had a big multlcast network (remember March 2002 PopStanda) multicastingy Yahoo( didn't seem to after I left). Well, multicasting Februarv 20m only sends a single stream from our server, so that Is what we would record in our reports for the RIAA, and that is what we would pay on.

Click here to make RAIN So that was the logic going into the Yahool/RIAA deal. I wasn't there when It was signed, but I'm guessing vour default hameoaaet and IVe been told that there weren't dramatic changes.

Now, no one asked me any of these things prior, during, or after the first or second pricing. I'm not sure that this matters. But if it does, here it is: The Yahool deal I worked on, if it resembles the deal the CARP ruling was built on, was designed so that there would be less competition, and so that small webcasters who l needed to live off of a "percentage-of-revenue" to survive, couldn'. | There you have it, if anyone cares. Mark Cuban Dallas Mavericks IIIII'IIIIIP

Wrrtl send you e brier daily summery of each day' stones with e ciickebte link to the RAIN hams peas. First name: (req'd) L...... J Last name: (req'd)

I I station & market (company/school)

I EmaiL (req'd) This e-mail reveals more clearly than anything else to date the I,'' complete breakdown in the U.S. Copyright Office's royalty-setting I process for Internet radio. ,.:,JjiIst '] rt(LI In the Digital Millennium Copyright Act (DMCA) of 1988 (excerpted | bate; see section 114), Congress instructed the Librarian of Congress, in the absence of a successful negotiation between record labels and Sk webcasters, to set a rate as follows: "The copyright arbitration royalty panel shall establish rates and terms that most dearly represent the rates and terms that would have been negotiated in the marketplace between a willing buyer and a willing seller. In determining such rates and terms, the copyright arbitration royalty panel shall base its decision on economic, competitive and programming information presented by the parties, includlng—

http://www.kurthanson.corn/archive/news/062402/index.asp 10/31/2005

Technology Yahoo Terminates Web Broadcasts

Financial, Radio Services Are Halted to Trim Costs, Focus on Profitable Models By Nick Wingfield and Anna Mathews

06/26/2002 The Wall Street Journal Page B14 (Copyright (c) 2002, Dow Jones & Company lnc )

Yahoo Inc., as part of a cost-cutting drive, will shut down money-losing services that broadcast financial news and radio programs over the Internet.

The Sunuyvale, Calif., company said the financial news program, Yahoo FinanceVision, will be shut down today and Yahoo Radio, which plays radio broadcasts 6om.traditional radio stations over the Internet, will be shut down over the next two weeks. A Yahoo executive said the company considered changing the business model for the two services, but decided instead to eliminate. them.

"We'e trying to focus on things that are profitable for the company or strategic to how we want to build the business going forward," said Henry Sohn, Yahoo 's vice president and general manager ofnetwork services. Mr. Sohn said "less than 30" jobs will be eliminated because of the changes.

Yahoo placed a major bet on Web broadcasting at the peak ofthe Internet fi enzy with the $5.7 billion stock acquisition ofBroadcast .corn Inc., a company that specialized in helping traditional radio stations extend their reach by broadcasting their signals over the Internet. Profits in that business proved elusive though, and Yahoo has incr'easingly emphasized services for corporations such as broadcasting employee or shareholder meetings over the Internet. Mr. Sohu said Yahoo will continue to operate the corporate broadcasting business, as well as an Internet radio service called LaunchCast that is programmed by Yahoo .

The move by Yahoo comes at a time when online radio is facing serious challenges. The libmrian of Congress last week unveiled a royalty rate that online radio stations will have to pay record companies and artists for the music they use. Radio companies have complained that the fee is high enough to force some ofthem to take their progrannning offthe Web.

Susquehanna Radio Corp., a radio firm based in York, Pa., was told a few weeks ago that Yahoo would stop streaming its 21 stations in July, said Dan Halyburton, senior vice president and general manager of group operations for the closely held company. The broadcaster had a barter deal with the online firm, trading on-air ad time for streaming services.

Now, he said, Susquehanna is "looking at all of olir various opfions to figure out how, or whether, to keep its stations online. The royalty rate, combined with Yahoo 'e decision, "really causes us to pause and look hard at what the future of this is," he said. Yahoo 's Mr. Sohn said the company's decision to shut down Yahoo Radio was unrelated to the new royalty rate,

Copyright O 2000 Dot»Jones 6 Cotnootet,Jnc. All rtigla s Reserved.

RBX 24 version] Yahoo cuts some broadcast services CNET News.corn [print ~

(gg$ I/tIK$'$$gog::htt://www.news.ccm/

Yahoo cuts some broadcast services

By Jim Hu htt://news.com.com/Yahoo+cuts+some+broadcast+services/2100-1023 3-939405.html

Story last modified Tue Jun 25 20:00:00 PDT 2002

Yahoo said Tuesday that it is shutting down several broadcast services, including its financial news program FinanceVision and Yahoo Radio.

The closures will result in fewer than 30 layoffs, said Henry Sohn, Yahoo's vice president and general manager for network services.

Yahoo has been refocusing its businesses after an early growth spurt that featured a string of pricey acquisitions, including a $5 billion stock purchase of Broadcast.corn in 1999 that thrust the company into streaming services. That industry has suffered as harsh a downturn as many with the burst of the dot-corn bubble, thanks to high expenses and a tough advertising market.

Yahoo flagged the broadcast division last year as an underperformer when the company unveiled a new structure aimed at streamlining its operations and generating non-advertising revenue.

"FinanceVision was advertising-driven, and that model ceased to be enough to support (it)," Sohn said. "The proposition to provide video broadcasting was a very different proposition than hosting Web pages with text."

Launched in 2000, FinanceVision meshed live and archived video news segments with stock charts and Web browsing, offering investors a hybrid source of financial news.

On the radio side, Yahoo has been shifting its branding efforts toward its Launch division since it acquired the online music service for $ 12 million in 2001. Yahoo said it will continue to run the Launch service.

The closure of Yahoo Radio comes after a closely watched rulincu last week from the Librarian of Congress on Webcasting royalty rates. The ruling has been widely criticized by small Webcasters, many of which say it is too high and will force them to close.

Sohn said Yahoo Radio, which served as an aggregation point for offline radio stations, was unaffected by the royalty rate decision.

Yahoo appears to be pulling back on other broadcast services as well. Yahoo Broadcast's CD Jukebox service, which allows music artists to post MP3 versions of their songs, this week stopped accepting new submissions, according to a posting on the site.

News.corn's Evan Hansen contributed to this report.

Copyr~iht 1995-2005 CNET Networks, Inc. All rights reserved. Page I of I

BUSINESS Send stor to a friend Yahoo drops two broadband services Print this Stor Wednesday, june 26 2002 by Ciaran Buckle Yahoo has announced thatitis to discontinue its broadband channels Yahoo Finance Vision and Yahoo Radio, in a major restructuring ofits broadband strategy.

The decision to discontinue these channels is believed to be due to a weak advertising market and a slower than expected uptake in high-speed Internet access.

Yahoo Finance Vision was launched in March 2000 and was presented as the first on-line TV network. According to the company, less than 30 employees will be affected and they will be reassigned within the company. Yahoo Finance Vision is distinct from Yahoo Finance, which is one of the most popular finance sites on the Internet and is not expected to be affected.

Yahoo Radio, which plays radio broadcasts from traditional radio stations over the Internet, will also be shut down. Yahoo Radio has never been financially successful and the company has increasingly emphasised services for corporations such as broadcasting employee or shareholder meetings over the Internet. The company will continue to operate this corporate broadcasting business.

Yahoo invested huge amounts of money in Internet broadcasting, including more than USD5 billion to acquire Broadcast.corn Inc., a company that specialised in broadcasting traditional radio stations over the Internet.

The decision to close the channels is seen as part of Yahoo's efforts to refocus its resources on its core strengths.

Yahoo is not abandoning broadband and plans to offer its co-branded high-speed access service with SBC Communications in the US market.

:: MORE NEWS from BUSXNESS Copyright ElectricNews,Net Ltd 1999-2005,

Expected Fees from Music Formatted Stations Under Broadcasters'oint Simulcasting Fee Proposal

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6-10 $'.:.: -.:::., 3„000 00. .,4,000.00 $ ;;;.':;,:5: 52 10.4 26 15.6 $ 221,000.00

60'0.00'"''„-$ $„,;--.-." '

- ';=',,::;„-,,::::.:::;::::1.,500 '-':,.",'.3:,.500,00 . I'1 25 $ OQ" :-.$;-';.::::,,:,:,:-.,:;,.",: 2;600;0,0 139 27.8 69.5 41.7 $ 361,400.00

26- 50 $ : .".. ":;I:.;::000;00 'l:,500:.'00 117 23.4 58.5 35.1 $ 181,350.00

51 .- 100 '.$ '::::-::,+'..-. ";:,'750,0'0 $,::::.'::i",::,"',:,.:-;.~:1;::000: 00. ':-"'::1';5'0'0:,00 86 17.2 43 25.8 $ 94,600.00

':" 1:00+ $ ':;:; "':::. 760::00' "'1':;000 00.': 43 8.6 21.5 12.9 $ 2,293.00

Total $ 1,332,793.00

RBX 25