Form FCC Form 345 FCC Form 345 Application for Consent to Assign Construction Permit or

Federal Communications Commission
Washington, D. C. 20554

Not Approved by OMB
3060-0075

FCC 345
APPLICATION FOR CONSENT TO ASSIGN
CONSTRUCTION PERMIT OR LICENSE FOR
TV OR FM TRANSLATOR STATION OR LOW POWER
TELEVISION STATION OR TO TRANSFER CONTROL OF
ENTITY HOLDING TV OR FM TRANSLATOR OR
LOW POWER TELEVISION STATION
to the Superintendent of Documents, Attn: New Orders,
P.O. Box 371954, Pittsburgh, PA 15250-7954.

GENERAL INSTRUCTIONS
A. When to Use This Form. This form is to be used when
applying for FCC consent to: (1) assign the construction
permit or license for a TV or FM translator station or a low
power television station; (2) transfer control of an entity
holding a TV or FM translator station or a low power
television station; or (3) assign or transfer any associated
auxiliary stations (see 47 C.F.R. Part 74, SubParts D, E, F,
and H) and UHF translator booster stations (see 47 C.F.R.
Section 74.701), provided that the transaction does not also
involve the transfer or assignment of a commonly owned or
controlled primary station.
NOTE: When the licensee/permittee of a commonly owned
or controlled primary station is filing an application for
assignment of a permit or license or for transfer of control,
the licensee/permittee of the primary station shall include all
associated booster and auxiliary authorizations in its
application on FCC Form 314, 315, or 316, whichever is
applicable.
B. Structure of Form. This form consists of the following
sections:
I.

General Information (licensee/permittee
contact representatives, if any)
II. Assignor/Transferor
III. Assignee/Transferee

and

C. FCC Rules. This application form makes many references
to FCC rules. Applicants should have on hand and be
familiar with current broadcast rules in Title 47 of the Code
of Federal Regulations (C.F.R.):
(1)
(2)
(3)
(4)

Part 0
Part 1
Part 73
Part 74

"Commission Organization"
"Practice and Procedure"
"Radio Broadcast Services"
"Experimental, Auxiliary, and Special
Broadcast and Other Program Distributional
Services"

FCC Rules may be purchased from the Government
Printing Office. Current prices may be obtained from the
GPO Customer Service Desk at (202) 512-1803. For
payment by credit card, call (202) 512-1800, M-F, 8 a.m. to
4 p.m. e.s.t; facsimile orders may be placed by dialing (202)
518-2233, 24 hours a day. Payment by check may be made

All previous editions obsolete.

D. Public Notice Requirements:
(1) 47 C.F.R. Section 73.3580 requires that applicants for
consent to assignment of a construction permit or
license for an AM, FM, or TV broadcast station give
local notice in a newspaper of general circulation in the
community to which the station is licensed. For fullservice AM, FM, and TV stations, local notice is also
required to be broadcast over the station, if operating.
However, if the station is the only operating station in
its broadcast service licensed to the community
involved, publication of the notice in a newspaper is not
required. (Noncommercial educational FM stations are
classified as a "different service" from commercial FM
stations for purposes of this policy.) The publication
requirement also applies with respect to major
amendments to applications as defined in 47 C.F.R.
Section 73.3578(b).
(2) Local notice in a newspaper of general circulation in
the community or area to be served is also required for
assignments of license that involve low power TV, TV
translator, TV booster, FM translator, and FM booster
station authorizations. Compliance or intent to comply
with the public notice requirements must be certified in
this application. The required content of the local
notice is described in Paragraph (g) of 47 C.F.R.
Section 73.3580. Worksheet #1 attached to these
instructions provides additional guidance. Proof of
publication need not be filed with this application.
E. Electronic Filing of Application Forms.
The
Commission is currently developing electronic versions of
various broadcast station application and reporting forms,
such as this application form. As each application form
and report goes online, the Commission will by Public
Notice announce its availability and the procedures to be
followed for accessing and filing the application form or
report electronically via the Internet. For a six-month
period following the issuance of the Public Notice, the
subject application form or report can be filed with the
Commission either electronically or in a paper format.
Electronic filing will become mandatory, on a form-byform basis, six months after each application form or report
becomes available for filing electronically.

FCC 345 Instructions

F.

the immediate dismissal of the application if this form
provides an “Exhibit Box” for the item, indicating that an
exhibit is acceptable, and if an appropriate exhibit is
submitted.

Paper Filing of Application Forms. Applicants that
prepare this application in paper form should file an original
and two copies of this application form and all exhibits.
Both electronic and paper filers should follow the
procedures set forth in Part 0 and Part 73 of the
Commission's rules. Amendments to previously filed
applications must be prepared, signed and filed in the same
manner as the original application.

L. Signatures. Both parties to the transaction must sign the
application. Depending on the nature of the applicant, the
application should be signed as follows: if a sole
proprietorship, personally; if a partnership, by a general
partner; if a corporation, by an officer; if an unincorporated
association, by a member who is an officer; for a
governmental entity, by such duly elected or appointed
official as is competent under the laws of the particular
jurisdiction. Counsel may sign the application for his or her
client, but only in cases of the applicant's disability or
absence from the United States. If the application is filed
electronically, the signature will consist of the electronic
equivalent of the typed name of the individual. See Report
and Order in MM Docket No. 98-43, 13 FCC Rcd 23,056,
23,064 (1998).

G. Public Inspection File.
A copy of the completed
application and all related documents shall be made
available for inspection by the public in the
Licensee/Permittee's public inspection file pursuant to 47
C.F.R. Section 73.3526 for commercial stations and Section
73.3527 for noncommercial educational stations.
H. Defective Applications. Applicants should provide all
information called for by this application. Responses
indicating “on file” are not acceptable. If any portions of
the application are not applicable, the applicant should so
state. Defective or incomplete applications will be
returned without consideration. Inadvertently accepted
applications are also subject to dismissal. See 47 C.F.R.
Section 73.3564(b)
I.

J.

INSTRUCTIONS
INFORMATION

FOR

SECTION

I:

GENERAL

A. Item 1: Names/Addresses.
In Section I, applicants
should use only those state abbreviations approved by the
U.S. Postal Service.

Current Information. In accordance with 47 C.F.R.
Section 1.65, applicants have a continuing obligation to
advise the Commission, through amendments, of any
substantial and significant changes in the information
furnished in this application. This requirement continues
until the FCC action on this application is no longer subject
to reconsideration by the Commission or review by any
court.

FCC Registration Number (FRN). To comply with the
Debt Collection Improvement Act of 1996, the applicant
must enter its FRN number, a ten-digit unique entity
identifier for anyone doing business with the
Commission. The FRN can be obtained through the FCC
webpage at http://www.fcc.gov or by manually
submitting FCC Form 160. FCC Form 160 is available
for downloading from http://www.fcc.gov/formpage.
html or by calling 1-800-418-3676.
Questions
concerning the FCC Registration Number can be directed
to the Commission’s Registration System help desk at
http://[email protected] or by calling 1-877-4803201.

Worksheets and Certifications. This application requires
applicants to certify compliance with many statutory and
regulatory requirements.
Detailed instructions and
worksheets provide additional information regarding
Commission rules and policies and are designed to increase
the reliability of applicant certifications. These instructions
and worksheets track the standards and criteria which the
Commission applies to determine compliance. They are not
designed to be a substitute for familiarity with the
Communications Act and the Commission's regulations,
policies, and precedent. While applicants are required to
review all application instructions and worksheets, they are
not required to complete or retain any documentation
created or collected to complete the application.

Facility ID Number. Radio and TV Facility ID Numbers
can be obtained at the FCC's Internet Website at
www.fcc.gov/mb. Once at this website, scroll down and
select CDBS Public Access. You can also obtain your
facility number by calling: Radio (202) 418-2700; TV
(202) 418-1600. Further, the Facility ID Number is now
included on all Radio and TV authorizations and postcards.

K. Exhibits. This application is presented primarily in a
"Yes/No" certification format.
However, it contains
appropriate places for submitting explanations and exhibits
where necessary or appropriate.
Each certification
constitutes a material representation. Applicants may only
mark the "Yes" certification when they are certain that the
response is correct. A "No" response is required if the
applicant is requesting a waiver of a pertinent rule and/or
policy, or where the applicant is uncertain that the
application fully satisfies the pertinent rule and/or policy.
Thus, a "No" response to a certification item will not cause

The name of the licensee/permittee must be stated in Item 1
exactly as it appears in the authorization to be assigned or
transferred.
B. Item 2:
Third-party Representative.
If the
licensee/permittee is represented by a third party (for
example, legal counsel), that person's name, firm or
company, and telephone/electronic mail address may be
specified in Item 2.

2

A current FCC Form 159 must be submitted with any
application subject to a fee received at the Commission.

C. Item 3: Fees. The Commission is statutorily required to
collect charges for certain regulatory services to the public.
Generally, applicants seeking to assign licenses or permits
of AM, FM, or TV broadcast stations are required to submit
a fee with the filing of FCC Form 345. Government
entities, however, are exempt from this fee requirement.
Exempt entities include possessions, states, cities, counties,
towns, villages, municipal organizations, and political
organizations or subparts thereof governed by elected or
appointed officials exercising sovereign direction over
communities or governmental programs. Also exempt are
noncommercial educational radio and TV broadcast
licensees and permittees, provided that the station(s) being
acquired will continue to operate noncommercially. See 47
C.F.R. Section 1.1114.

Applicants who wish to pay for more than one application
in the same lockbox with a single payment may also
submit a single FCC Form 159. When paying for multiple
filings in the same lockbox with a single payment
instrument, applicants must list each filing as a separate item
on FCC Form 159 (Remittance Advice). If additional entries
are necessary, applicants should use FCC Form 159C
(Continuation Sheet).
Procedures for payment of application fees when
applications are filed electronically can be found by
clicking on the CDBS link to the electronic filing
introductory page on the Mass Media Bureau’s Home page
Website at www.fcc.gov/mb. Payment of application fees
may also be made by Electronic Payment prior to the
institution of electronic filing procedures, provided that
prior approval has been obtained from the Commission.
Licensees/Permittees interested in this option must first
contact the Credit and Debt Management Center at (202)
418-1995 to make the necessary arrangements.

When filing a fee-exempt application, an applicant must
complete Item 3 and provide an explanation as appropriate.
Applications NOT subject to a fee may be hand-delivered
or mailed to the FCC at its Washington, D.C. offices. See
47 C.F.R. Section 0.401(a). Fee-exempt applications should
not be sent to the Mellon Bank Lockbox; so doing will
result in a delay in processing the application.

Applicants hand-delivering FCC Forms 345 may receive a
dated receipt copy by presenting a complete copy of the
filing to the acceptance clerk at the time of delivery. For
mailed-in applications, a "return copy" of the application
should be furnished and clearly marked as a "return copy."
The applicant should attach this copy to a stamped, selfaddressed envelope.
Only one piece of paper per
application will be stamped for receipt purposes.

The Commission's fee collection program utilizes a U.S.
Treasury lockbox bank for maximum efficiency of
collection and processing. Prior to the institution of
electronic filing procedures, all FCC Form 345 applications
requiring the remittance of a fee, or for which a waiver or
deferral from the fee requirement is requested, must be
submitted to the appropriate post office box address. See 47
C.F.R. Section 0.401(b). A listing of the fees required for
the assignment of various types of broadcast station
construction permits and licenses and the addresses to which
FCC Form 345 should be mailed or otherwise delivered are
also set forth in the "Mass Media Services Fee Filing
Guide." This document can be obtained either by writing to
the Commission's Form Distribution Center, 9300 E.
Hampton Drive, Capital Heights, Maryland 20743, or by
calling 1-800-418-FORM. See also 47 C.F.R. Section
1.1104. The Fee Filing Guide also contains a list of the Fee
Type Codes needed to complete this application.

For further information regarding fees and payment
procedures, applicants should consult the "Mass Media
Services Fee Filing Guide."
C. Item 4: Auction Authorization. Under the Commission's
competitive bidding licensing procedures, applicants
seeking to assign or transfer control of a broadcast
construction permit or license within three years of receipt
of the original construction permit by means of competitive
bidding must inform the Commission that the permit or
license was obtained through competitive bidding. See 47
C.F.R. Section 1.2111(a). Item 4 requires the applicant to
identify those authorizations that were obtained through
competitive bidding, and for which FCC consent to
assignment is sought in this application.

A separate fee payment must be submitted for each FCC
Form 345 filed. Where multiple stations are being assigned
on one FCC Form 345, a single payment covering the total
required fee, calculated according to the number of AM,
FM, or TV station permits or licenses covered by that FCC
Form 345, must be made.

The Commission's auction rules also require an applicant
seeking approval of an assignment of a license or
construction permit within three years of receipt of such
authorization by means of competitive bidding to file with
the Commission the associated contracts for sale, option
agreements, management agreements, or other documents
disclosing the consideration that the applicant will receive in
return for the assignment of its license or permit. See 47
C.F.R Sections 1.2111(a), 73.5009(a). If applicable, this
information should be submitted as an exhibit to Item 4.

Payment of any required fee must be made by check, bank
draft, money order, or credit card. If payment is made by
check, bank draft, or money order, the remittance must be
denominated in U.S. dollars, drawn upon a U.S. institution,
and made payable to the "Federal Communications
Commission." No postdated, altered, or third-party checks
will be accepted. DO NOT SEND CASH. Additionally,
checks dated six months or older will not be accepted.

3

INSTRUCTIONS
FOR
ASSIGNOR/TRANSFEROR

SECTION

II

taken on this application, with the exception that any
application granted pursuant to a waiver of any
Commission rule must be retained in the public file for as
long as the waiver is in effect. Under 47 C.F.R. Sections
74.781 (for low power TV, TV translator, or TV booster
stations) and 74.1281 (for FM translator and FM booster
stations), licensees must maintain “adequate station records,
including the current instrument of authorization, official
correspondence with the FCC, contracts, permission for
rebroadcast, and other pertinent documents.” The station
records are to be kept for two years, and are to be
maintained at a suitable location in one of the communities
of license for the station, except that the station records of a
booster station or translator owned by the licensee of the
primary station may be kept at the same place where the
primary station records are kept, i.e., at the primary station’s
main studio.
See 47 C.F.R. Sections 73.3526(b),
73.3527(b). Accordingly, in this item, applicants are asked
to certify that a complete copy of the assignment/transfer
application (with unredacted contracts) has been placed in
the station’s records.

--

A. Item 1: Certification. Each applicant is responsible for the
information that the application instructions and worksheets
convey. As a key element in the Commission's streamlined
licensing process, a certification that these materials have
been reviewed and that each question response is based on
the applicant's review is required.
B. Item 2: Type of application. FCC Form 345 may be used
for both assignments of license/permit and transfers of
control, so long as the proposed transaction meets any one
of the criteria set forth in General Instruction A above. Item
2 of Section II requires the assignor/transferor to specify
whether the parties seek consent to an assignment or transfer
of control.
C. Item 3: Applicant name. The exact and complete name of
the assignor or each transferor must be stated in Section II,
Item 3: if the assignor/transferor is a corporation, the exact
corporate name; if a partnership, the name under which the
partnership does business; if an unincorporated association,
the name of an executive officer, his/her office, and the
name of the association; and, if an individual
assignor/transferor, the person's full legal name.

In Item 6c, applicants are asked to certify that the
contracts/agreements for assignment of the subject
authorizations "comply fully with the Commission's rules
and policies." In order to complete this certification,
applicants must consider a broad range of issues.
Worksheet #2 provides guidance on key compliance issues
to facilitate applicants' review of their proposed transactions,
and to help applicants identify issues where additional
explanatory exhibits may be required or helpful.

Facility ID Number. Radio and TV Facility ID Numbers
can be obtained at the FCC's Internet Website at
www.fcc.gov/mmb/asd/seacall.html or by calling: Radio 202-418-2730, TV - 202-418-1600. Further, the Facility
ID Number is now included on all Radio and TV
authorizations and postcards.

G. Items 7 and 8: Character Issues/Adverse Findings.
These questions require an evaluation of any unresolved
character issues involving the assignor/transferor or any of
its principals, as well as any relevant adverse findings by a
court or administrative body. Applicants should review the
instructions for Section III, Items 6 and 7, of this form
before completing this item.

D. Item 4: Third-party Representative.
If the
assignor/transferor is represented by a third party (for
example, legal counsel), that person's name, firm or
company, and telephone/electronic mail address may be
specified.

H. Item 10: Auction Authorization. This question asks the
assignor/transferor to certify that the proposed assignment
will comply with the "unjust enrichment" provisions of the
Commission's competitive bidding rules, 47 C.F.R. Section
1.2111(d)(1). Applicants must review the instructions for
Section III, Item 12 before completing this item.

E. Item 5: Authorizations to be Assigned/Transferred.
Unless specifically enumerated as excluded authorizations,
the authorizations for all subsidiary communications
services (SCAs), FM and TV booster stations, and auxiliary
service stations authorized under Subparts D, E, F, and H of
47 C.F.R. Part 74 will be included in the assignment of the
license of the primary station(s). Applicants should list the
call signs, locations, and other facility identifying
information of all authorizations to be assigned (including
booster and auxiliary service stations) in a separate exhibit.
F.

Item 6: Agreements for Sale/Transfer of Station. All
applicants must submit to the Commission with this
application and place in the public inspection file of each
subject station a complete and final copy of the unredacted
contract for the assignment or transfer of the authorizations
that are the subject of this application, including all exhibits
and attachments. The application and contracts must be
retained in the public inspection file until final action is

4

I.

Item 11: Anti-Drug Abuse Act Certification. This
question requires the applicant to certify that neither it nor
any party to the application is subject to denial of federal
benefits pursuant to the Anti-Drug Abuse Act of 1988, 21
U.S.C. Section 862.
Applicants should review the
instructions for Section III, Item 13, of this form before
completing this item.

J.

Item 12: Anti-Discrimination Certification. This
question requires the assignor to certify that neither it nor
any party to the application has violated the Commission's
prohibition against discrimination on the basis of race,
color, religion, national origin or sex in the sale of a

where additional explanatory exhibits may be required or
helpful.

commercially operated FM translator, TV translator, or
low power television station. See In re Promoting
Diversification of Ownership in the Broadcasting
Services, Report and Order and Third Further Notice of
Proposed Rule Making, 23 FCC Rcd 5922 (Mar. 5, 2008).
Where the response to Item 12 is "no," the assignor must
provide in an exhibit a full disclosure of the persons and
matters involved. The assignor should also fully explain
why the violation is not an impediment to a grant of this
application. For transactions involving the sale or transfer
of FM translator, TV translator, or low power television
stations operated on a non-commercial educational basis,
the assignor should select "N/A" in response to this
question.

INSTRUCTIONS
FOR
ASSIGNEE/TRANSFEREE

SECTION

III

F.

-

A. Item 1: Certification. Assignees/transferees must review
the instructions for Section II, Item 1 before completing this
item.

Items 6, 7: Character Issues/Adverse Findings. Section
III, Item 6 requires the assignee/transferee to certify that
neither it nor any party to the application has had any
interest in or connection with an application that was or is
the subject of unresolved character issues. Item 7 inquires
whether the assignee/transferee or any party to the
application has been the subject of a final adverse finding
with respect to certain relevant non-broadcast matters. The
Commission’s character policies and litigation reporting
requirements for broadcast applicants focus on misconduct
which violates the Communications Act or a Commission
rule or policy and on certain specified non-FCC misconduct.
In responding to Questions 6 and 7, Section III, applicants
should review the Commission's character qualification
policies, which are fully set forth in Character
Qualifications, 102 FCC 2d 1179 (1985), reconsideration
denied, 1 FCC Rcd 421 (1986), as modified, 5 FCC Rcd
3252 (1990) and 7 FCC Rcd 6564 (1992).
Where the response to Section III, Item 6, is "No," the
assignee/transferee must submit an exhibit that includes an
identification of the party having had the interest, the call
letters and location of the station or file number of the
application or docket, and a description of the nature of the
interest or connection, including relevant dates. The
assignee/transferee should also fully explain the referenced
matter, setting forth the reasons why the matter is not an
impediment to a grant of this application.

B. Item 2: Name of Assignee/Transferee. The name of the
assignee or each transferee must be stated exactly in Section
III, Item 2. The name of the assignee/transferee shall be the
exact corporate name, if transferee is a corporation; if a
partnership, the name of all general partners and the name
under which the partnership does business; if an
unincorporated association, the name of an executive
officer, his/her office, and the name of the association; and,
if the assignee or transferee(s) are individual applicants, the
full legal name of each person.

In responding to Section III, Item 7, the assignee/transferee
should consider any relevant adverse finding that occurred
within the past ten years. Where that adverse finding was
fully disclosed to the Commission in an application filed on
behalf of this station or in another broadcast station
application and the Commission, by specific ruling or by
subsequent grant of the application, found the adverse
finding not to be disqualifying, it need not be reported again
and the assignee/transferee may respond "Yes" to this item.
However, an adverse finding that has not been reported to
the Commission and considered in connection with a prior
application would require a "No" response.

C. Item 3: Third-party Representative.
If the
assignee/transferee is represented by a third party (for
example, legal counsel), that person's name, firm or
company, and telephone/electronic mail address may be
specified in Section III, Item 3.
D. Item 4: Nature of Applicant. This question asks the
assignee/transferee to specify its organizational structure. If
the assignee's/transferee's structure fits none of the
categories of business entities enumerated, the applicant
must check the box marked "Other" and attach an exhibit
describing in detail its organizational structure.

Where the response to Section III, Item 7, is "No," the
assignee/transferee must provide in an exhibit a full
disclosure of the persons and matters involved, including an
identification of the court or administrative body and the
proceeding (by dates and file numbers), and the disposition
of the litigation. Where the requisite information has been
earlier disclosed in connection with another pending
application, or as required by 47 U.S.C. Section 1.65(c), the
applicant need only provide an identification of that
previous submission by reference to the file number in the
case of an application, the call letters of the station regarding
which the application or Section 1.65 information was filed,
and the date of filing. The assignee/transferee should also
fully explain the referenced matter, setting forth reasons

E. Item 4: Agreements for Sale/Transfer of Station. This
question requires the assignee/transferee to certify that the
written agreement submitted with the application and
contained in the licensee/permittee's station records
embodies the complete and final agreement between the
parties and that the agreement complies fully with the
Commission's rules and policies regarding station sales
contracts. The assignee/transferee must undertake an
independent evaluation of the contract in order to make this
certification. Worksheet #2 provides guidance on key
compliance issues to facilitate applicants' review of their
proposed transactions, and to help applicants identify issues

5

why the matter is not an impediment to a grant of this
application.

The Commission defines an “eligible entity” as any entity
that qualifies as a small business under the Small
Business Administration’s size standards for its industry
grouping, as set forth in 13 C.F.R. § 121-201, and holds
(1) 30 percent or more of the stock or partnership interests
and more than 50 percent of the voting power of the
corporation or partnership that will own the media outlet;
or (2) 15 percent or more of the stock or partnership
interests and more than 50 percent of the voting power of
the corporation or partnership that will own the media
outlet, provided that no other person or entity owns or
controls more than 25 percent of the outstanding stock or
partnership interests; or (3) more than 50 percent of the
voting power of the corporation that will own the media
outlet if such corporation is a publicly traded company.

NOTE: As used in this question, the term "party to the
application" includes any individual or entity whose
ownership or positional interest in the applicant is
attributable. An attributable interest is an ownership
interest in or relation to an applicant or licensee which will
confer on its holder that degree of influence or control over
the applicant or licensee sufficient to implicate the
Commission's multiple ownership rules. See 47 C.F.R.
Section 73.3555, as revised and explained in Review of the
Commission's Regulations Governing Attribution of
Broadcast and Cable/MDS Interests, FCC 99-207, released
August 6, 1999. See also, Report and Order in MM Docket
No. 83-46, 97 FCC 2d 997 (1984), reconsideration granted
in part, 58 RR 2d 604 (1985), further modified on
reconsideration, 61 RR 2d 739 (1986). General guidelines
are set forth below.

INDIVIDUAL APPLICANT: The natural person seeking
to hold in his or her own right the authorization specified in
this application is a party to the application.

INVESTORS AND CREDITORS: Certain interests
held by substantial investors in, or creditors of, the
applicant may also be attributable and the investor
reportable as a party to the application, if the interest falls
within the Commission's equity/debt plus (EDP)
attribution standard. Under the EDP standard, the interest
held is attributable if, aggregating both equity and debt, it
exceeds 33 percent of the total asset value (all equity plus
all debt) of the applicant – a broadcast station licensee,
cable television system, daily newspaper or other media
outlet subject to the Commission’s broadcast multiple
ownership or cross-ownership rules – AND the interest
holder also holds (1) an attributable interest in a media
outlet in the same market, or (2) supplies over 15 percent
of the total weekly broadcast programming hours of the
station in which the interest is held. For example, the
equity interest of an insulated limited partner in a limited
partnership applicant would normally not be considered
attributable, but, under the EDP standard, that interest
would be attributable if the limited partner’s interest
exceeded 33 percent of the applicant’s total asset value
AND the limited partner also held a 5 percent voting
interest in a radio or television station licensee in the same
market.

PARTNERSHIP APPLICANT: Each partner, including
all limited partners may be parties to the application.
However, a limited partner in a limited partnership is not
considered a party to the application IF the limited partner
is not materially involved, directly or indirectly, in the
management or operation of the media-related activities of
the partnership. Sufficient insulation of a limited partner
for purposes of this certification would be assured if the
limited partnership arrangement:

The interest holder may, however, exceed the 33 percent
threshold without triggering attribution where such
investment would enable an eligible entity to acquire a
broadcast station provided that: (1) the combined equity
and debt of the interest holder in the eligible entity is less
than 50 percent, or (2) the total debt of the interest holder
in the eligible entity does not exceed 80 percent of the
asset value of the station being acquired by the eligible
entity and the interest holder does not hold any equity
interest, option, or promise to acquire an equity interest in
the eligible entity or any related entity. See In re
Promoting Diversification of Ownership in the
Broadcasting Services, Report and Order and Third
Further Notice of Proposed Rule Making, 23 FCC Rcd
5922 (Mar. 5, 2008).

6

(1)

specifies that any exempt limited partner (if not a
natural person, its directors, officers, partners, etc.)
cannot act as an employee of the limited partnership
if his or her functions, directly or indirectly, relate to
the media enterprises of the company;

(2)

bars any exempt limited partner from serving, in any
material capacity, as an independent contractor or
agent with respect to the partnership's media
enterprises;

(3)

restricts any exempted limited partner from
communicating with the licensee or the general
partner on matters pertaining to the day-to-day
operations of its business;

(4)

empowers the general partner to veto any
admissions of additional general partners admitted
by vote of the exempt limited partners;

(5)

prohibits any exempt limited partner from voting on
the removal of a general partner or limits this right
to situations where the general partner is subject to
bankruptcy proceedings, as described in Sections
402 (4)-(5) of the Revised Uniform Limited
Partnership Act, is adjudicated incompetent by a
court of competent jurisdiction, or is removed for
cause, as determined by an independent party;

(6)

(7)

the partnership interest, is considered a party to the
application.

bars any exempt limited partner from performing
any services to the limited partnership materially
relating to its media activities, with the exception of
making loans to, or acting as a surety for, the
business; and

Stock subject to stockholder cooperative voting agreements
accounting for 5% or more of the votes in a corporate
applicant will be treated as if held by a single entity and
any stockholder holding 5% or more of the stock in that
block is considered a party to this application.

states, in express terms, that any exempt limited
partner is prohibited from becoming actively
involved in the management or operation of the
media businesses of the partnership.

An investment company, insurance company or trust
department of a bank is not considered a party to this
application, IF its aggregated holding accounts for less than
20% of the outstanding votes in the applicant AND IF:

Notwithstanding conformance of the partnership agreement
to these criteria, however, if the applicant has actual
knowledge of a material involvement of a limited partner in
the management or operation of the media-related
businesses of the partnership, the limited partner will be
considered as a party to this application.
LIMITED LIABILITY COMPANY APPLICANT: The
Commission treats a LLC as a limited partnership, each of
whose members is considered to be a party to the
application. However, where a LLC member is insulated in
the manner specified above with respect to a limited
partnership and where the relevant state statute authorizing
the LLC permits a LLC member to insulate itself in
accordance with the Commission's criteria, that LLC
member is not considered a party to the application.

(1)

such entity exercises no influence or control over the
corporation, directly or indirectly; and

(2)

such entity has no representatives among the officers
and directors of the corporation.

ANY OTHER APPLICANT: Each executive officer,
member of the governing board and owner or holder of 5%
or more of the votes in the applicant is considered a party to
the application.
G. Item 8: Alien Ownership and Control. All applications
must comply with Section 310 of the Communications Act,
as amended. Specifically, Section 310 proscribes issuance of
a construction permit or station license to an alien, the
representative of an alien, a foreign government or a
representative thereof, or a corporation organized under the
laws of a foreign government. This proscription also
applies with respect to any entity of which more than 20%
of the capital stock is owned or voted by aliens, their
representatives, a foreign government or its representative,
or an entity organized under the laws of a foreign country.
The Commission may also deny a construction permit or
station license to a licensee directly or indirectly controlled
by another entity of which more than 25% of the capital
stock is owned or voted by aliens, their representatives, a
foreign government or its representative, or another entity
organized under the laws of a foreign country.

CORPORATE APPLICANT: Each officer, director and
owner of stock accounting for 5% or more of the issued and
outstanding voting stock of the applicant is considered a
party to the application. Where the 5% stock owner is itself
a corporation, each of its stockholders, directors and
"executive" officers (president, vice-president, secretary,
treasurer or their equivalents) is considered a party to this
application UNLESS the applicant submits as an exhibit a
statement establishing that an individual director or officer
will not exercise authority or influence in areas that will
affect the applicant or the station. In this statement, the
applicant should identify the individual by name and title,
describe the individual's duties and responsibilities, and
explain the manner in which such individual is insulated
from the corporate applicant and should not be attributed an
interest in the corporate applicant or considered a party to
this application. In addition, a person or entity holding an
ownership interest in the corporate stockholder of the
applicant is considered a party to this application ONLY IF
that interest, when multiplied by the corporate stockholder's
interest in the applicant, would account for 5% or more of
the issued and outstanding voting stock of the applicant.
For example, where Corporation X owns stock accounting
for 25% of the applicant's votes, only Corporation X
shareholders holding 20 percent or more of the issued and
outstanding voting stock of Corporation X have a 5% or
more indirect interest in the applicant (.25 x .20 = .05) and,
therefore, are considered parties to this application. In
applying the multiplier, any entity holding more than 50%
of its subsidiary will be considered a 100% owner. Where
the 5% stock owner is a partnership, each general partner
and any limited partner that is not insulated, regardless of

Compliance with Section 310 is determined by means of a
two-prong analysis, one pertaining to voting interests and
the second to ownership interests. See, e.g., BBC License
Subsidiary L.P., 10 FCC Rcd 10968 (1995). The voting
interests held by aliens in a licensee through intervening
domestically organized entities are determined in
accordance with the Commission's multiplier guidelines for
calculating indirect ownership interests in an applicant as set
forth in the “Corporate Applicant” instructions above. For
example, if an alien held a 30-percent voting interest in
Corporation A which, in turn, held a non-controlling 40percent voting interest in Licensee Corporation B, the alien
interest in Licensee Corporation B would be calculated by
multiplying the alien's interest in Corporation A by that
entity's voting interest in Licensee Corporation B. The
resulting voting interest (30% x 40% = 12%) would not
exceed the 25% statutory benchmark.
However, if

7

Corporation A's voting interest in Corporation B was 60%,
the multiplier would not be utilized and the full 30 percent
alien voting interest in Corporation A would be treated as a
30 percent interest in Licensee Corporation B, i.e., an
impermissible 30% alien indirect voting interest in the
licensee. Were Corporation A a partnership holding a 40%
voting interest in Licensee Corporation B, that voting
interest would be similarly impermissible if any general
partner or any non-insulated limited partner, regardless of
their partnership interest, was an alien.

For purposes of this item, "rebroadcast" means the reception
by radio of the programs or other signals of a radio or
television station and the simultaneous or subsequent
retransmission of such program or signals for direct
reception by the general public. See Sections 74.784(a) and
74.1284(a).
Low Power Television Station applicants, as well as FM or
TV translator applicants proposing to rebroadcast the signal
of stations that they properly own, should mark the box
labeled "N/A."

Assignees/transferees on FCC Form 345 must also comply
with the separate alien equity ownership benchmark
restrictions of Section 310. Under the second prong of the
analysis, an assignee/transferee must determine the pro rata
equity holdings of any alien investor in a licensee entity or
its parent. In calculating alien ownership, the same voting
interest multiplier rules apply.

J.

In order to complete this two-prong analysis, an
assignee/transferee must determine the citizenship of each
shareholder or else explain how it determined the relevant
percentages. Corporate applicants and licensees whose
stock is publicly traded and widely held have employed a
variety of practices, including sample surveys using a
recognized statistical methodology, the use of a separate
restrictive class of stock for alien owners, and the compiling
of citizenship information on each stockholder by the
corporation's stock transfer agent, to ensure the accuracy
and completeness of their citizenship disclosures and their
continuing compliance with Section 310.
H. Item 9: Financial Qualifications. An assignee/transferee
on FCC Form 345 must certify that it is financially qualified
to effectuate its proposal, with sufficient net liquid assets on
hand or available from committed sources of funds to
consummate the transaction and operate the facilities for
three months without additional revenue. This certification
includes all contractual requirements, if any, as to collateral,
guarantees, and capital investments. See Financial
Qualifications Standard, 87 FCC 2d 200 (1981).
Documentation supporting this certification need not be
submitted with this application, but must be made available
to the Commission upon request. Financial statements
relied on to make this certification should be prepared in
accordance with generally accepted accounting principles.
I.

Item 11: Compliance with 47 C.F.R. Section 74.1232(d).
This two-part question relates to the applicant's compliance
with the restrictions on FM translator operation adopted by
the Commission in MM Docket No. 88-140. In that rule
making proceeding, the Commission tightened and/or
clarified several technical and operational requirements for
FM translator stations after affirming that the proper role
for that service was to supplement the service provided by
full-service FM radio broadcast stations. The amended
regulations prohibit the licensee of a commercial FM
station that will be rebroadcast, or any entity "having any
interest whatsoever [in] or any connection with" the
licensee of such a "primary" station, from owning an FM
translator that will operate outside the protected service
contour of that primary station. Because of the potential for
abuse, the Commission intended this restriction to be read
very broadly. Report and Order in MM Docket No. 88140, 5 FCC Rcd at 7244, note 25 (1990). Therefore,
pursuant to 47 C.F.R. §74.1232(d), interested and
connected parties include, but are not limited to, group
owners, corporate parents, shareholders, officers, directors,
employees, general and limited partners, family members,
and business associates. "Business associates" has been
defined to include a situation in which one of the translator
principals owns or works for a business that advertises on
the primary station. Letter to Mr. Eric Redd and
Christopher D. Imlay, Esq., DA 98-876, 13 FCC Rcd
25,188 (M.M. Bur. 1998). The underlying rationale for this
prohibition has been to prevent FM station licensees from
using FM translators as a competitive means for extending
their stations' service areas.
NOTE: Section 74.1232(d) does not apply to FM
translator applicants proposing noncommercial
educational operation.

Item 10: Rebroadcast Certification. An FM or TV
Translator operator proposing to rebroadcast the signal of a
primary station which it does not own must obtain written
permission of that station prior to retransmission of that
signal. See 47 C.F.R. Sections 74.784 (TV translators) and
74.1284 (FM Translators). Item 10 requires that the
assignee/transferee in an FM or TV translator transaction
certify that such authority has been received.

In situations where a licensee establishes that the proposed
facility's service contour will include a substantial amount
of "white area," the Commission may grant requests for
waiver of Section 74.1232(d). The Commission has defined
a "white area" as any area outside the coverage contour of
any full-time aural service. In order for licensees of
commercial primary stations to have an interest in or
connection with translators serving such areas, the
Commission requires a showing of a lack of service in
accordance with the stated "white area" definition. See
Report and Order in MM Docket No. 88-140, 5 FCC Rcd

Additionally, the Commission must be notified of the call
letters of each station rebroadcast, as well as any changes in
primary stations.

8

K. Item 12: Compliance with 47 C.F.R. Section 74.1232(e).
This question requires the FM translator applicant to certify
that it complies with the rule regarding financial and
technical assistance from the primary station to be
rebroadcast, which rule also was adopted by the
Commission in MM Docket No. 88-140. Applicants
proposing FM translator operation for which the translator
contour extends beyond the protected contour of the
commercial primary station to be rebroadcast may not
"receive any support, either directly or indirectly, from the
commercial primary FM radio broadcast station" or from
any entity "having any interest whatsoever [in] or any
connection with" the licensee of such a commercial
primary station. See 47 C.F.R Section 74.1232(e).
Pursuant to 47 C.F.R. §74.1232(e), "[i]nterested and
connected parties" include but are not limited to group
owners, corporate parents, shareholders, officers, directors,
employees, general and limited partners, family members,
and business associates. This provision is to be interpreted
very broadly. Report and Order in MM Docket No. 88140, 5 FCC Rcd at 7244, note 25 (1990). "Business
associates" has been defined to include a situation in which
one of the translator principals owns or works for a
business that advertises on the primary station. Letter to
Mr. Eric Redd and Christopher D. Imlay, Esq., DA 98-876
13 FCC Rcd 25,188 (M.M. Bur. 1998).

7212, 7216 (1990); Kevin C. Boyle, Esq., 11 FCC Rcd
2348 (M.M. Bur. 1996).
The Commission adopted rules in MB Docket No. 07-172
that would allow AM stations to use FM translator
stations to rebroadcast the AM signal locally,
retransmitting their AM programming as a fill-in service.
The cross-service translating rules limit FM translators to
providing fill-in service only, specifically within the
primary AM station’s authorized service area.
In
addition, the Commission limited the cross-service rule
changes to “currently authorized FM translators,” that is,
those translators with licenses or permits in effect as of
May 1, 2009. Report and Order in MB Docket 07-172,
FCC 09-59, released June 29, 2009.
Accordingly, part "a" of this question asks the applicant to
certify that the FM translator applicant is not also the
licensee or permittee of the commercial primary station to
be rebroadcast and that none of the principals in the FM
translator applicant have any interest in or connection with
the primary station. If there is any interest or connection
whatever, the applicant must answer "No" to this question.
The applicant may then disclose or describe the relationship
or connection in an appropriate Exhibit.
Part “b” of this question asks the applicant to certify that
the FM translator station will be used as a fill-in service.

Notwithstanding these restrictions, FM translators may
receive "technical assistance" from the commercial primary
station to the extent of installing or repairing equipment or
making adjustments to equipment to ensure compliance
with the terms of the translator operator's construction
permit and license. "Technical assistance" here refers to
actual services provided by the primary station's technical
staff or compensation for the time and services provided by
independent engineering personnel. It does not include the
provision of equipment for the translator's operation or
direct funding for the translator operator's discretionary use.
Furthermore, such technical assistance must occur after the
issuance of the translator's construction permit or license in
order to meet expenses incurred by installing, repairing, or
making adjustments to equipment. Thus, applicants for
new FM translator stations may not be promised or receive
financial or technical assistance during the application
process from the commercial primary station or any person
interested in or connected with that station. Memorandum
Opinion and Order in MM Docket No. 88-140, 8 FCC Rcd
5093, 5096 (1993).

In the FM service, the coverage contour of the FM
translator station must not extend beyond the protected
coverage contour of the commercial FM primary station
to be rebroadcast. For purposes of this question, the
“protected coverage contour” is:
Non-reserved band
Class B Stations

0.5mV/m 54 dBu (50,50) contour

Non-reserved band
Class B1 Stations

0.7 mV/m 57 dBu (50,50) contour

All other FM
Station Classes

1 mV/m 60 dBu (50,50) contour

In the AM service, the entire 60 dBu contour of the FM
translator station must be contained within the lesser of :
(a) the 2 mV/m daytime contour of the AM primary
station being rebroadcast, or (b) a 25-mile radius centered
at the AM primary station’s transmitter site.

47 C.F.R. Section 74.1232(e) provides that an other area
FM translator station (i.e., FM translator station whose
coverage contour extends beyond the protected contour of
the commercial FM primary station) shall not receive any
support, before, during, or after construction, either
directly or indirectly, from the commercial primary FM
radio broadcast station, or from any person or entity
having an interest or connection with the commercial
primary FM station. For the purposes of this rule,
interested and connected parties extend to group owners,
corporate parents, shareholders, officers, directors,

If the answer to both “a” and “b” is “No” and no waiver
has been justified, the application will be dismissed as
unacceptable for filing under 47 C.F.R. Sections
73.3566(a) and 74.1232(d).
Applicants for FM booster stations, as well as applicants
proposing noncommercial educational translator operation,
should mark "N/A" to both parts of this question.

9

employees, general and limited partners, family members,
business associates, and advertisers.

Section 5301 of the Anti-Drug Abuse Act of 1988 provides
federal and state court judges the discretion to deny federal
benefits to individuals convicted of offenses consisting of
the distribution or possession of controlled substances.
Federal benefits within the scope of the statute include FCC
authorizations. A "Yes" response to Section III, Item 13
constitutes a certification that neither the assignee transferee
nor any party to this application has been convicted of such
an offense or, if it has, it is not ineligible to receive the
authorization sought by this application because of Section
5301 of that statute.

If the translator applicant is receiving or has been promised
from the primary station or any party interested in or
connected to that station: (1) financial support; (2) technical
support over and above what is specified in Section
74.1232(e); or (3) technical assistance of any sort prior to
grant of the requested permit, it should answer "No" to this
question and provide all pertinent details and, if necessary,
request a waiver in the appropriate Exhibit.
Applicants for FM booster stations, as well as applicants
proposing noncommercial educational translator operation,
should mark "N/A" to this question.

With respect to this question only, the term "party to the
application" includes if the applicant is an individual, that
individual; if the applicant is a corporation or
unincorporated association, all officers, directors, or persons
holding 5 percent or more of the outstanding stock or shares
(voting and/or non-voting) of the applicant; and if the
applicant is a partnership, all general partners and all limited
partners, including both insulated and non-insulated limited
partners, holding a 5 percent or more interest in the
partnership.

Since the primary station financial support and technical
assistance prohibition of Section 74.1232(e) does not
apply to “fill-in” FM translators, applicants proposing to
rebroadcast the signal of an AM primary station should
mark “N/A” to this question.
L. Item 13: Auction Authorization. The competitive bidding
rules adopted by the Commission include certain provisions
to prevent "unjust enrichment" by entities that acquire
broadcast authorizations through the use of bidding credits
or other special measures. Specifically, the holder of a
broadcast license or construction permit, who successfully
utilized a bidding credit to obtain the authorization, is
required to reimburse the government for the total amount
of the bidding credit, plus interest based on the rate for tenyear U.S. Treasury obligations applicable on the date the
construction permit was granted, as a condition for
Commission approval of any assignment or transfer of that
license or construction permit, if the authorization will be
acquired by an entity that does not meet the eligibility
criteria for the bidding credit. See 47 C.F.R. Sections
1.2111(d)(1), 73.5007. The amount of this payment will be
reduced over a five-year period. See 47 C.F.R. Sections
1.2111(d)(2), 73.5007. No payment is required if (1) the
authorization is transferred or assigned more than five years
after the initial issuance of the construction permit; or (2)
the proposed transferee or assignee meets the eligibility
criteria for the bidding credit.

N. Item 15. Assignee/Transferee’s Equal Employment
Opportunity Program. Applicants seeking authority to
obtain assignment of the construction permit or license of
a station or acquire control of an entity holding a
construction permit or license of a commercial,
noncommercial or international broadcast station are
required to afford equal employment opportunity to all
qualified persons and to refrain from discriminating in
employment and related benefits on the basis of race,
color, religion, national origin or sex. See 47 C.F.R.
Section 73.2080.
Pursuant to these requirements, an
applicant who proposes to employ five or more full-time
employees in its station employment unit must establish a
program designed to assure equal employment
opportunity for women and minority groups (that is,
Blacks not of Hispanic origin, Asian or Pacific Islanders,
American Indians or Alaskan Natives, and Hispanics).
This program is submitted to the Commission as the
Model EEO Program on FCC Form 396-A, which should
be filed as part of the application. If an applicant
proposes to employ less than five full-time employees in
its station employment unit, no EEO program for women
or minorities need be filed.

In accordance with these provisions, this item requires that
the assignee certify that either (1) more than five years have
passed since the assignor received its authorization(s) via
the competitive bidding process; or (2) the proposed
assignee meets the eligibility criteria for the bidding credit.
If such certification cannot be made, then the applicant must
answer "No" and tender the applicable reimbursement
payment to the United States Government. See 47 C.F.R
Sections 1.2111(d), 73.5007, 73.5008.

General guidelines for developing an Equal Employment
Opportunity program are set forth in FCC Form 396-A.
NOTE: This Broadcast Equal Employment Opportunity
Model Program Report (FCC Form 396-A) is to be utilized
only by applicants for new construction permits and by
assignees and transferees.

M. Item 14: Anti-Drug Abuse Act Certification. This
question requires the assignee/transferee to certify that
neither it nor any party to the application is subject to denial
of federal benefits pursuant to the Anti-Drug Abuse Act of
1988, 21 U.S.C. Section 862.

FCC NOTICE REQUIRED BY THE PAPERWORK
REDUCTION ACT

10

We have estimated that each response to this collection of
information will take 1.25 hours. Our estimate includes the time
to read the instructions, look through existing records, gather and
maintain the required data, and actually complete and review the
form or response. If you have any comments on this burden
estimate, or on how we can improve the collection and reduce
the burden it causes you, please e-mail them to [email protected]
or send them to the Federal Communications Commission,
AMD-PERM, Paperwork Reduction Project (3060-0075),
Washington, DC
20554. Please DO NOT SEND
COMPLETED APPLICATIONS TO THIS ADDRESS.
Remember - you are not required to respond to a collection of
information sponsored by the Federal government, and the
government may not conduct or sponsor this collection, unless it
displays a currently valid OMB control number of if we fail to
provide you with this notice. This collection has been assigned
an OMB control number of 3060-0075.
THE FOREGOING NOTICE IS REQUIRED BY THE
PAPERWORK REDUCTION ACT OF 1995, P.L. 104-13,
OCTOBER, 1995, 44 U.S.C. 3507.

11

Not Approved by OMB
3060-0075

Federal Communications Commission
Washington, D. C. 20554

FCC 345
APPLICATION FOR TRANSFER OF CONTROL
OF A CORPORATE LICENSEE OR PERMITTEE,
OR FOR ASSIGNMENT OF LICENSE OR PERMIT
OF TV OR FM TRANSLATOR STATION OR LOW
POWER TELEVISION STATION

FOR
FCC
USE
ONLY

FOR COMMISSION USE ONLY
FILE NO.

Section I - General Information
1.

Legal Name of the Licensee/Permittee

Mailing Address

City

State or Country (if foreign address)

Telephone Number (include area code)

E-Mail Address (if available)

Call Sign

FCC Registration Number

2.

Contact Representative (if other than licensee/permittee)

ZIP Code

Facility Identifier

Finn or Company Name

Mailing Address

3.

City

State or Country (if foreign address)

Telephone Number (include area code)

E-Mail Address (if available)

If this application has been submitted without a fee, indicate reason for fee exemption (see 47 C.F.R. Section 1.1114):
Governmental Entity

4.

ZIP Code

Noncommercial Educational Licensee

Other

Were any of the authorizations that are the subject of this application obtained through the
Commission's competitive bidding procedures (see 47 C.F.R. Sections 1.2111(a) and
73.5001)?

Yes

No

Exhibit No.

If yes, list pertinent authorizations in an Exhibit.

All previous editions obsolete.

FCC Form 345

NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be
submitted for each question for which a ''No'' response is provided.
Section II - Assignor/Transferor
1.

Certification. Licensee/permittee certifies that it has answered each question in this
application based on its review of the application instructions and worksheets. Licensee
further certifies that where it has made an affirmative certification below, this certification
constitutes its representation that the application satisfies each of the pertinent standards
and criteria set forth in the application instructions and worksheets.

2.

Application for (check only one box for A and B):
A.

Yes

No

Consent to Transfer Control

Consent to Assignment
Amendment to pending application

Exhibit No.

If an amendment, submit as an Exhibit a listing by Section and Question
Number of the portions of the pending application that are being revised.
B.
3.

TV Translator

Low Power TV Station

FM Translator

Legal Name of the Assignor/Transferor

Mailing Address

City

FCC Registration Number

State or Country (if foreign address)

Telephone Number (include area code)

E-Mail Address (if available)

If more than one transferor, submit the information requested in question 1. for each
transferor.
4.

Contact Representative (if other than assignee)

ZIP Code

Exhibit No.

Firm or Company Name

Mailing Address
City

State or Country (if foreign address)

Telephone Number (include area code)

E-Mail Address (if available)

5.

Authorizations to be Assigned/Transferred. List call signs, locations and facility
identifiers of all authorizations to be assigned/transferred. Include construction permits and
file numbers. List main station authorizations and any FM and/or TV translator stations,
LPTV stations, SCA, FM and/or TV booster stations, and associated auxiliary service
stations.

6.

Agreements for Sale/Transfer of Station. Licensee/permittee certifies that:
a. it has placed in its station records and submitted to the Commission as an Exhibit to
this application copies of all agreements for the sale/transfer of the station(s);
b. these documents embody the complete and final understanding between
licensee/permittee and assignee/transferee; and
c. these agreements comply fully with the Commission's rules and policies.

FCC Form 345 (Page 2)

ZIP Code

Exhibit No.

Yes
Exhibit No.

No

See Explanation
in Exhibit No.

7.

Character Issues. Licensee/permittee certifies that neither licensee/permittee nor any
party to the application has or has had any interest in, or connection with:

Yes

No

See Explanation
in Exhibit No.

See Explanation
in Exhibit No.

a. any broadcast application in any proceeding where character issues were left

unresolved or were resolved adversely against the applicant or party to the
application; or
b. any pending broadcast application in which character issues have been raised.
8.

Adverse Findings. Licensee/permittee certifies that, with respect to the licensee/permittee
and any party to the application, no adverse finding has been made, nor has adverse final
action been taken by any court or administrative body in a civil or criminal proceeding
brought under the provisions of any law related to the following: any felony; mass mediarelated antitrust or unfair competition; fraudulent statements to another government unit; or
discrimination.

Yes

No

9.

Local Public Notice. Licensee/permittee certifies that it has or will comply with the public
notice requirements of 47 C.F.R. Section 73.3580.

Yes

No

10.

Auction Authorization. Licensee/permittee certifies that more than five years have passed
since the issuance of the construction permit for the station being assigned/transferred,
where that permit was acquired in an auction through the use of a bidding credit or other
special measure.

Yes

No

11.

Anti-Drug Abuse Act Certification. Licensee/permittee certifies that neither
licensee/permittee nor any party to the application is subject to denial of federal benefits
pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862.

Yes

No

12.

Anti-Discrimination Certification. Licensee/permittee certifies that neither
licensee/permittee nor any party to the application have violated the Commission's
prohibition against discrimination on the basis of race, color, religion, national origin or
sex in the sale of commercially operated FM translator, TV translator, or low power
television stations.

Yes

No

See Explanation
in Exhibit No.

N/A

See Explanation
in Exhibit No.

N/A

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in
good faith. I acknowledge that all certifications and attached Exhibits are considered material representations.
Typed or Printed Name of Person Signing

Typed or Printed Title of Person Signing

Signature

Date

WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S.
CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION
PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).

FCC Form 345 (Page 3)

NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be
submitted for each question for which a ''No'' response is provided.
Section III - Assignee/Transferee
1.

Certification. Assignee/transferee certifies that it has answered each question in this
application based on its review of the application instructions and worksheets.
Assignee/transferee further certifies that where it has made an affirmative certification
below, this certification constitutes its representation that the application satisfies each of
the pertinent standards and criteria set forth in the application instructions and worksheets.

2.

Legal Name of the Assignee/transferee

Yes

No

Mailing Address

City

State or Country (if foreign address)

FCC Registration Number

E-Mail Address (if available)

Telephone Number (include area code)

If more than one transferee, submit the information requested in question 1. for each
transferee.
Contact Representative (if other than assignee)

3.

ZIP Code

Exhibit No.

Firm or Company Name

Mailing Address

4.

City

State or Country (if foreign address)

Telephone Number (include area code)

E-Mail Address (if available)

ZIP Code

Nature of Applicant. Assignee/transferee is:
an individual

a general partnership

a for-profit corporation

a limited partnership

a not-for-profit corporation

a limited liability company (LLC/LC)
other

a.

5.

If ''other,'' describe nature of transferee in an Exhibit.

Exhibit No.

Agreements for Sale/ Transfer of Station. Assignee/Transferee certifies that:
Yes

a. the written agreements in the licensee/permittee's station records and submitted to the

Commission embody the complete and final agreement for the sale of the station(s)
which are to be assigned; and
b. these agreements comply fully with the Commission's rules and policies.

FCC Form 345 (Page 4)

No

See Explanation
in Exhibit No.

6.

Character Issues. Assignee/Transferee certifies that neither assignee/transferee nor any
party to the application has or has had any interest in, or connection with:
a.

b.

Yes

No

See Explanation
in Exhibit No.

any broadcast application in any proceeding where character issues were left
unresolved or were resolved adversely against the applicant or party to the
application; or
any pending broadcast application in which character issues have been raised.

7.

Adverse Findings. Assignee/Transferee certifies that, with respect to the
assignee/transferee and any party to the application, no adverse finding has been made, nor
has an adverse final action been taken by any court or administrative body in a civil or
criminal proceeding brought under the provisions of any law related to the following: any
felony; mass media-related antitrust or unfair competition; fraudulent statements to another
governmental unit; or discrimination?

Yes

No

See Explanation
in Exhibit No.

8.

Alien Ownership and Control. Assignee/Transferee certifies that it complies with the
provisions of Section 3 1 0 of the Communications Act of 1934, as amended, relating to
interests of aliens and foreign governments.

Yes

No

See Explanation
in Exhibit No.

9.

Financial Qualifications. Assignee/Transferee certifies that sufficient net liquid assets are
on hand or are available from committed sources to consummate the transaction and
operate the station(s) for three months.

Yes

No

See Explanation
in Exhibit No.

10.

Rebroadcast Certification. For applicants proposing translator rebroadcasts who are not
the licensee of the primary station, the applicant certifies that written authority has been
obtained from the licensee of the station whose programs are to be retransmitted.

Yes

No

N/A

Primary station proposed to be rebroadcast:
Facility ID Number

11.

a.

b.

Call Sign

City

Applicant certifies that it is not the licensee or permittee of the commercial primary
station being rebroadcast and that neither it nor any parties to the application have any
interest in or connection with the commercial primary station being rebroadcast? See
47 C.F.R. Section 74.1232(d).
Applicant certifies that the FM translator's (a) coverage contour does not extend
beyond the protected contour of the commercial FM primary station to be
rebroadcast, or (b) entire 60 dBu contour is contained within the lesser of: (i) the 2
mV/m daytime contour of the AM primary station to be rebroadcast, or (ii) a 25-mile
radius centered at the AM primary station's transmitter site.

State

Yes

No

See Explanation
in Exhibit No.

No

See Explanation
in Exhibit No.

No

See Explanation
in Exhibit No.

N/A

Yes

N/A

NOTE: If No to a. and b., and no waiver has been requested in an Exhibit, this
application is unacceptable for filing. See 47 C.F.R. Section 74.1232(d).
If No to a. and Yes to b. applicant is prohibited from receiving any support, before or after
construction, either directly or indirectly from the commercial primary station being
rebroadcast or from any person or entity having any interest whatsoever, or any connection
with the primary FM station. Interested and connected parties include group owners,
corporate parents, shareholders, officers, directors, employees, general and limited
partners, family members and business associates. See 47 C.F.R. Section 74.1232(e).
12. Applicant certifies that it is in compliance with 47 C.F.R. Section 74.1232(e), which

prohibits a FM translator station whose coverage contour extends beyond the protected
contour of the commercial FM primary station being rebroadcast, from receiving support
(except for specified technical assistance), before, during, or after construction, directly or
indirectly, from the primary station, or any person or entity having any interest in, or
connection with, the primary station.

Yes

N/A

FCC Form 345 (Page 5)

13. Auction Authorization. Assignee/Transferee certifies that where less than five years have

passed since the issuance of the construction permit and the pen-nit had been acquired in an
auction through the use of a bidding credit or other special measure, it would qualify for
such credit or other special measure.

Yes

No

N/A

Anti-Drug Abuse Act Certification. Assignee/transferee certifies that neither assignee
nor any party to the application is subject to denial of federal benefits pursuant to Section
5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862.

Yes

No

15. Equal Employment Opportunity (EEO). If the applicant proposes to employ five or

Yes

No

14.

See Explanation
in Exhibit No.

N/A

more full-time employees, applicant certifies that it is filing simultaneously with this
application a Model EEO Program Report on FCC Form 396-A.

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made
in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations. I hereby waive any
claim to the use of any particular frequency as against the regulatory power of the United States because of the previous use of the
same, whether by license or otherwise, and request an authorization in accordance with this application. (See Section 304 of the
Communications Act of 1934, as amended.)
Typed or Printed Name of Person Signing

Typed or Printed Title of Person Signing

Signature

Date

WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S.
CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION
PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).

FCC Form 345 (Page 6)