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A. a.(1)(a) i) a)DocumentgPleadingHeader for Numbered Pleading PaperE!n    X X` hp x (#%'0*,.8135@8:%7777777777>>>0eOIIOD>OO%*ODaOO>OI>DOOgOOD%%37%07070%777V7777%*77O77055;%;3%%%%%%%%%%%7O0O0O0O0O0aHI0D0D0D0D0%%%%O7O7O7O7O7O7O7O7O7O7O0O7O6O7O7O7>7O0O0O0I0I0I;I0OED0D0D0D0O7O7O7O;O7O;O7%%7%%%7M>;;O7DD,D%D%DO7AO7O7O7O7aOI%I%I%>*>*>*>;D.DD3O7O7O7O7O7O7gOO;D0D0D0O7D%O7>*D%O7E77%%WMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN(BB(37%07777j7#TT7!#TT7T!%%007n&&Bn77lCTn(nBB(A\\>>n%07\n!"IIIITTenn7TnB@;7>lBBn727K.K0KG3K5"i~'^"(22TN"""28"2222222222888,\HBBH>8HH"&H>XHH8HB8>HH^HH>"".2",2,2,"222N2222"&22H22,006"6."""""""""""2H,H,H,H,H,XAB,>,>,>,>,""""H2H2H2H2H2H2H2H2H2H2H,H2H1H2H2H282H,H,H,B,B,B6B,H?>,>,>,>,H2H2H2H6H2H6H2""2"""2F866H2>>(>">">H2;H2H2H2H2XHB"B"B"8&8&8&86>*>>.H2H2H2H2H2H2^HH6>,>,>,H2>"H28&>"H2?22!!WFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN$<<$.2",2222`2 LL2 LL2L"",,2d""/>/>/>/x]SSSSx]x]x]x]xSxSx]SSxSxSf]xSxSxSxIxIxWxIx{nInInInISSSWS]a?/?]?9?]]WW]n/nKn9nCn/x]xx]x]SSxxIxIxI]?]?]?]WnUn9nax]x]x]x]x]x]xxWnInInIx]n9x]]?n9xSz+SS8-8WuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN"i~'^:DTddDDDd4D48ddddddddddDDd||||DXp||dp||ppL8LTdDddXdX8dd88X8ddddLL8dXXXLP8PlD4lTDDD4DDDDDDdDd8|d|d|d|d|dX|X|X|X|XD8D8D8D8dddddddddpX|ddddpXd|d|d|d|dXXlXx|X|X|X|XdddldldD8DdDDDddllXp8pHpDp@p8dtdddd|L|L|LdLdLdLllpHp8pTddddddplpLpLpLdpDddLpDpdx4ddC,CWddddddddddddddddddddddddddddddddddddddddNHxxHhdLdddddd8@d<@d<DDppdDDxddzHxxHkddDpd<"dxtldxxd"i~'^#)2<<.<<<<(#,%3h>*f9 xr G;hXz-X80,<X9 xOG;P:% ,0J:\  P6G;JP          2\CgF0y.X80,X\  P6G;P17jC:,9Xj\  P6G;XP22a=5,&a\  P6G;&P32e=5,&e4  pG;&4P:% ,J:\  P6G;JP5H5!,i,5\  P6G;,P6y.\80,T\4  pG;\7{,W80,%0W*f9 xr G;Xz-X80,<<X9 xOG; S- X    S-  Federal Communications Commission`}(#DA 972449 ă  yxdddy  u#H v3 #X\  P6G;P#Before the Federal Communications Commission  yO} Washington, D.C. 20554 #&a\  P6G;&P#у In reR) R) Insight Communications Company, L.P.R)  S-andR)hCSR4801X  S-Young Broadcasting Inc.R)hand  Sx-R)hCSR5107X Petition for Special ReliefR) Requesting Waiver ofR) 47 C.F.R.  76.501(a)R)  u#H   S -  MEMORANDUM OPINION AND ORDER TP  S` -X` hp x (#%'0*,.8135@8:the cable/broadcast television crossownership ruleH@2 yO -ԍ47 C.F.R.  76.501(a) (1996).H to provide Insight twelve months to divest cable  x<systems serving the California communities of Claremont, Artesia, Bell, and Cudahy. The crossownership  xconflict arose because Insight's President and Chief Executive Officer, Michael S. Willner, is also an  xMoutside director of Young. Willner's position as a director of Young, licensee of KCALTV, creates a  S!- x[crossownership conflict with Insight's ownership of cable systems within KCALTV's predicted Grade  Sx"- xB contour.x"X2 yOp&- xxԍSection 76.501 Note 2(h) provides that directors of a licensee are considered to have a cognizable interest in the entity with which they are so associated. The Bureau granted a twelve month waiver to allow Insight a reasonable period of time to  SP#- xdivest the cable systems, or, if Insight was unable to divest the systems within twelve months, Young was"P#,**88$"  S- xMrequired to notify the Commission that Willner had resigned from Young's Board of Directors.q {Oh-ԍIn the matter of Young Broadcasting, Inc., 11 FCC Rcd 14632 (1996).q This temporary waiver expires on November 23, 1997.  S- ` _x3.` ` Insight's petition initially requested a waiver with respect to KCALTV and the California  xcable systems that are the subject of the existing waiver and to address an anticipated crossownership  xconflict that would arise when Insight consummates acquisition of the Rockford, Illinois cable system.  xIn Illinois, Willner's position as a director of Young, licensee of WTVOTV (Rockford), would create a  xcrossownership conflict with Insight's ownership of cable systems within WTVOTV's predicted Grade  xB contour. Insight's petition requested either a permanent waiver of the crossownership rule or a  S- xLtemporary waiver conditioned on the outcome of the Commission's review of the crossownership rule.Z yO - xJԍInsight contends that the Commission is required by Section 202(h) of the Telecommunications Act of 1996 to conduct a review of the broadcast/cable television crossownership rule no later than February 1998.  x The Amended Petition requests, with respect to KCALTV and the California cable systems, an extension  xof the temporary waiver for 69 days, until January 31, 1998. Young has joined with Insight in the  xAmended Petition. They contend that this additional time is necessary to enable Mr. Willner to remain  S - xan outside director of Young until completion of a confidential corporate transaction.{X  yOJ- x,ԍThe Amended Petition filed by Insight and Young seeks confidential treatment for a declaration accompanying  xhthe Petition pursuant to Section 0.459(a) of the Commission's rules. Insight and Young provided a statement of the reasons for withholding the information, as required by Section 0.459(b) and 0.457.{ The waiver request with respect to WTVOTV and the Rockford cable system is now withdrawn.  S - ` x4.` ` Insight and Young state that Willner is the only outside director of Young with extensive  x.media experience and that he has been the supervising outside director of a Young corporate transaction,  xwhich is in the final stages of execution. They further state they had expected the transaction would be  xcompleted before the expiration of the temporary waiver, but that unanticipated delays will postpone  xcompletion of the transaction until the end of December or soon thereafter. Insight and Young contend  xthat it would be greatly disruptive to this transaction if Willner had to resign from the Board when the temporary waiver expires on November 23, 1997.  S@- ` x5.` ` Insight and Young further assert that because the Young transaction has no direct bearing  xon either KCALTV or WTVOTV, granting a short extension of the waiver would permit Young to  xcomplete a significant transaction without harm to the policies underlying the crossownership rule. They  xnote that Willner holds no other position in or relationship to Young or its subsidiaries. Insight and Young aver that Willner will be replaced as a director of Young no later than January 31, 1998.  SP-( DISCUSSION ă  S- ` }x6.` ` Section 76.501 of the Commission's Rules prohibits the common ownership and/or control  xof a television station and a colocated cable television system. This regulatory restriction was first  S- ximplemented in 1970 {O"&- xJԍAmendment of Part 74, Subpart K, of the Commission's Rules and Regulations Relative to Community Antenna  {O&-Systems, Second Report and Order, 23 FCC 2d 816, 820 (1970) ("Second Report and Order"). and later codified into a statutory requirement by the Cable Communications Policy". ,`(`(88"  S- xAct of 1984. {Oh-ԍSee P. L. 98549, 98 Stat. 2780, October 30, 1984, adding 47 U. S. C.  613(a)(1). The statutory ban was recently repealed by the Telecommunications Act of 1996.Z yO-ԍSee Section 202(i) of P. L. 104104; 110 Stat. 56, approved February 8, 1996, repealing 47 U. S. C.  613(a)(1). The  S- xMCommission's rule, however, is still in effect. | yOb- xԍAlthough Section 202(i) of the Telecommunications Act repealed the statutory restriction on broadcast/cable  xtelevision crossownership formerly in  613(a) of the Communications Act of 1934, as amended, the Conference Report left it to the Commission to decide whether to revise the rule:  XxThe conferees do not intend that this repeal of the statutory prohibition should prejudge the  {OJ - outcome of any review by the Commission of its rules. Joint Explanatory Statement of the  {O -Committee of Conference , (to accompany S. 652), 104th Cong., 2d Sess. at 48 (1996)  Prior to codification of Section 76.501 by Congress in  x1984, the Commission, on a number of occasions, granted special relief regarding the rule on both a  S- xMpermanent^ \.  {OV- xJԍSee, e. g., Village of Solvay, 39 RR 2d 1197 (Cable Television Bureau, 1977); CBC Telecommunications Corp.,  {O - x46 RR 2d 1482 (Cable Television Bureau, 1980); PNG Communications Co., 51 RR 2d 471 (Cable Television Bureau, 1982).^ and temporary basis. R  {Oz- xԍSee, e. g., Falcon Communications, 39 RR 2d 928 (1977); Warner Communications Inc., 25 RR 2d 298 (1972);  {OD-Oak Communications Inc., 48 RR 2d 1451 (1981). During the time the statutory ban was in effect, the Commission  S`- xgranted temporary relief in contemplated divestiture situations, based on the belief that reasonable  S8- xaccommodations may be made to avoid the risk of "fire sales." Z8 {O- xiԍSee, Golden West Associates, 59 RR 2d 125 (1985) where the Commission held that, even in the face of the  xexisting statutory ban of 47 U. S. C.  613(a)(1), it retained authority to allow parties a reasonable amount of time to dispose of a conflicting ownership interest or otherwise come in to compliance.  Since the repeal, the Commission retains  S-the authority to grant both temporary and permanent relief regarding Section 76.501.[ H {O- xԍSee, e.g., Kilgore Cable TV Company, 11 FCC Rcd 1684 (1996) ("The policy goals of Section 76.501(a) are  xto increase competition in the economic marketplace and in the marketplace of ideas. [citation omitted] In cases  xwhere enforcement of the ban on crossownership does not promote these goals, a [permanent] waiver of the rules  {O- xwill be entertained. See Second Report and Order,, Docket 18397, 23 FCC 2d 816, 821 (1970), recon. denied, 39  {O- x/FCC 2d 377 (1973)." Id. at 1685. See also In re Applications of WHOATV, Inc. (Assignor) and Park of  {On- xMontgomery II, Inc. (Assignee) et al., 11 FCC Rcd 20041, 20050 (1996) ("In re WHOATV"), in which the  xCommission granted a temporary waiver of Section 76.501(a) to allow a cable operator twelve months to divest a local broadcast station whose Grade B contour overlapped one of the cable operator's cable systems.[  S- ` x7.` ` When considering a request for a temporary waiver of the crossownership rule, the  xCommission considers factors including the abundance of media in the market, the avoidance of "fire  xsales," and the size of the overall transaction and weighs these factors to determine whether the temporary  SH - xwaiver would cause undue harm to the public interest. H  {O$- xԍSee In re WHOATV, supra, 11 FCC Rcd at 20050; see also Multimedia, Inc., 11 FCC Rcd 4883, 4893 (1995)  {O%-and Golden West Associates, L.P., 59 RR 2d 125 (1985).  We believe that Insight and Young have  xydemonstrated sufficiently that the public interest would not be harmed by granting the relief requested to  xallow Willner to remain on the Board of Directors of Young for a short period of time while Young's" <,`(`(88 " corporate transaction is completed.  S- ` x8.` ` Applying each of the factors the Commission has used to allow other licensees a limited  xperiod of time to divest cable systems or broadcast stations when faced with a prohibited crossownership  xLsituation, we note first that the Los Angeles market is one of the most diverse in the nation. Second, the  S8- x\goal of avoiding a fire sale in the divestiture of a cable system is analogous to Petitioners' request that  xwe not derail a significant corporate transaction by compelling Willner's immediate resignation. Similarly,  xas to the third factor, the overall significance to Young of Willner's participation is great and certain compared with the minor and uncertain effect of a brief extension of an existing temporary waiver.  Sp- ` Cx9.` ` We note also that in Young's first Petition for Special Relief, it sought an 18 month  xwaiver, which we reduced to 12 months because Young had not justified its need for more than 12 months  S - xto divest the California cable systems.]  {O -ԍYoung Broadcasting, supra, 11 FCC Rcd at 14636.] With this Amended Petition, Young and Insight have justified the need for additional time; which will result in a total waiver period of just over 14 months.  S - ` 2x 10.` ` Finally, in granting this extension, we are cognizant that Insight has withdrawn its request  x[for a permanent waiver of the crossownership rule, not only for the existing crossownership conflict in  xthe Los Angeles market but also in the Rockford, Illinois market. We further understand that following  xcompletion of the Young corporate transaction, Willner will resign as an outside director of Young thus eliminating the crossownership conflict that prompted Insight's Petition.  S-% CONCLUSION ă  Sh- ` 3x 11.` ` For the reasons stated above, we grant Young an extension of the temporary waiver of  xthe broadcast/cable television crossownership rule until January 31, 1998 or Willner's resignation from  xthe Young Board of Directors, whichever event occurs first. The waiver is conditioned on Willner's  xinsulation from any direct involvement in the management of KCALTV or WTVOTV and his agreement  xto refrain from holding any official position in KCALTV or WTVOTV. In addition, Young shall notify  xthe Commission, on or before January 31, 1998, that Willner has resigned from the Young Board of Directors.  SP-  S(-eORDERING CLAUSE ă  S- ` x 12.` ` Accordingly, IT IS ORDERED that the captioned petition for special relief filed by Insight  xCommunications Company, L.P. and Young Broadcasting Inc. requesting a temporary waiver of the  x.Commission's broadcast/cable television crossownership rule, Section 76.501(a), IS GRANTED, to the extent and subject to the conditions indicated above.  S - ` _x 13.` ` This action is taken pursuant to authority delegated by Section 0.321 of the Commission's Rules, 47 C.F.R. 0.321 (1996). x` `  FEDERAL COMMUNICATIONS COMMISSION x` `  Meredith J. Jones x` `  Chief, Cable Services Bureau