Amendment Cover Lett

SUPPLEMENT submitted by Cumulus Licensing LLC

Description of Amendment

2011-07-20

This document pretains to SES-T/C-20110421-00492 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2011042100492_906955

DICKSTEINSHAPIROur 1825 Eye Street NW | Washington, DC 20006—5403 TEL (202) 420—2200 | rax (202) 420—2201 | dicksteinshapiro.com Writer‘s Direct Dial: (202) 420—3631 E—Mail Address: KerstingA@dicksteinshapiro.com July 20, 2011 Via IBFS Mr. Karl Kensinger Associate Division Chief Satellite Division International Bureau Federal Communications Commission 445 12"" Street, SW Washington, D.C. 20554 Re: Application for Consent to Transfer Control Cumulus Licensing LLC — E060165 From: Current Shareholders of Cumulus Media Inc. To: New Shareholders of Cumulus Media Inc. File No.: SES—T/C—20110421—00492 Dear Mr. Kensinger: The above—referenced FCC Form 312 application requesting Commission consent to transfer control of Cumulus Media Inc. ("CMI") and its indirect wholly—owned subsidiary, Cumulus Licensing LLC, is being amended in the following manner: A revised Exhibit 1 (Description of Proposed Transaction) is being submitted to replace the existing exhibit. Exhibit 1 has been revised to clarify the syndication rights that MIHI LLC, a Delaware limited liability company, will have under an Amended and Restated Investment Agreement, dated April 22, 2011, a copy of which has been filed in connection with FCC Form 315 transfer of control applications pending before the Commission‘s Media Bureau. See, e.g., File Nos. BTC— 20110330ALU, et seq. Attachment B to Exhibit 1 contains revised pro formas which reflect how the common stock of CMI will be distributed upon consummation of the proposed merger. In addition, a revised Exhibit F is being submitted to reflect a change in the name of Cadet Holding Corporation to Cumulus Media Holdings Inc. The other portions of the application remain unchanged. Should any questions arise concerning this matter, please communicate directly with this office. DSMDB—2945843v1

DPICKSTEINSHAPIROur Mr. Karl Kensinger July 20, 2011 Page 2 Sincerely, DICKSTEIN SHAPIRO LLP Attorneys for Cumulus Media Inc. By: ? 77A Andrew S. Kersti DSMDB—2945843v1


Document Created: 2011-07-20 10:35:27
Document Modified: 2011-07-20 10:35:27
© 2025 FCC.report
This site is not affiliated with or endorsed by the FCC