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                         Before the
              Federal Communications Commission
                   Washington, D.C. 20554

In the Matter of                  )
                                 )
WILLIS BROADCASTING CORPORATION   )   File No. EB-02-IH-0873
                                 )
Licensee of Stations KDLA,        )   Facility ID #s 9028 
DeRidder, LA, KVLA, Vidalia,      )   32180
LA,                               )   172
WBTE, Windsor, NC,                )   68577
WGRM, Greenwood, MS,              )   11889
WGRM-FM, Greenwood, MS,           )   72503
WHFD(FM), Lawrenceville, VA,      )   72816
WJNS-FM, Yazoo City, MS,          )   72813
WPCE, Portsmouth, VA,             )   31863
WSDT, Soddy-Daisy, TN,            )   72814
WTJH, East Point, GA,             )   173
WURB(FM), Windsor, NC             )
                                 )
ALL-CHANNEL TV SERVICES, INC.     )
                                 )   Facility ID # 1018
Licensee    of   Station   WBIL,  )
Tuskegee, AL                      )
                                 )
ARKANSAS RADIO CORP.              )   Facility ID # 2778
                                 )
Licensee of  Station KLRG, North  )
Little Rock, AR                   )
                                 )   Facility ID #s 5354
BIRMINGHAM CHRISTIAN RADIO,       )   726
INC.                              )   54472
                                 )   70262
Licensee   of   Stations   WAYE,  )
Birmingham, AL,                   )
WLPH, Talladega, AL,              )
WNUZ, Talladega, AL,              )   Facility ID # 10631
WRAG, Carrollton, AL              )
                                 )
CHARLOTTE CHRISTIAN RADIO, INC.   )
                                 )
Licensee    of   Station   WGSP,  )   Facility ID # 10917
Charlotte, NC                     )
                                 )
CHRISTIAN BROADCASTING            )
CORPORATION                       )   Facility ID #s 52645
                                 )   17761
Licensee of Station WBOK, New     )
Orleans, LA                       )
                                 )
DURHAM CHRISTIAN RADIO, INC.      )
                                 )
Licensee   of   Stations   WCRY,  )   Facility ID # 18649
Fuquay-Varina, NC,                )
WSRC, Durham, NC                  )
                                 )
                                     Facility ID #s 20408
                                     20409


                            ORDER

Adopted: June 14, 2004                               
Released: June 16, 2004

By the Chief, Enforcement Bureau:    

     1.   By  this  Order,  we adopt  the  attached  Consent 
        Decree entered into  between the  Enforcement Bureau 
        and  the   above-captioned   licensees,   which   is 
        incorporated by reference herein.  

     2.        We  have  reviewed  the  Consent  Decree  and 
        evaluated the circumstances underlying  the Bureau's 
        investigation.  We believe that  the public interest 
        would be served by  adopting the Consent  Decree and 
        terminating the investigatory proceeding,  except as 
        provided in the Consent Decree.   

     3.        ACCORDINGLY, IT IS  ORDERED that, pursuant to 
        sections 4(i) of the Communications Act  of 1934, as 
        amended,1  and  sections  0.111  and  0.311  of  the 
        Commission's rules,2  the  Consent  Decree  attached 
        hereto IS ADOPTED.  

     4.        IT IS  FURTHER ORDERED, that  a  copy of this 
        Order and Consent Decree shall be  sent by certified 
        mail, return  receipt requested  to Levi  E. Willis, 
        Sr.,  President  of  the  captioned  licensees,  645 
        Church Street,  Suite 400,  Norfolk, VA  23510, with 
        copies to  the licensees'  counsel,  John C.  Trent, 
        Esq.,  Putbrese,   Hunsaker  &   Trent,  P.C.,   100 
        Carpenter Drive, Suite 100, P.O.  Box 217, Sterling, 
        VA 20167-0217,  Lauren A.  Colby, Esq.,  Post Office 
        Box 113,  Frederick, MD  21705-0113,  and Daniel  A. 
        Huber,  Esq.,  560   N  Street,  S.W.,   Suite  501, 
        Washington, D.C. 20024.


                         FEDERAL COMMUNICATIONS COMMISSION 
                         


                         
                         David H. Solomon 
                         Chief, Enforcement Bureau


                       CONSENT DECREE

                       I. Introduction

     1.   This  Consent  Decree  is   entered  into  by  the 
Enforcement Bureau of  the Federal Communications Commission 
and  the following  corporations,  all of  which are  either 
wholly-owned or majority-controlled by  Levi E. Willis, Sr., 
of Norfolk, Virginia:  Willis Broadcasting Corporation; All-
Channel TV Services, Inc.;  Arkansas Radio Corp.; Birmingham 
Christian  Radio,  Inc.;  Charlotte Christian  Radio,  Inc.; 
Christian Broadcasting Corporation;  Durham Christian Radio, 
Inc.;  Edenton  Christian  Radio,  Inc.;  Kinston  Christian 
Radio,  Inc.;  Metro  Communications, Inc.;  Virginia  Urban 
Radio,  Inc.;   Willis  &  Sons,  Inc.;   and  Winston-Salem 
Broadcasting  Corporation.  The  aforesaid corporations  are 
the licensees of one or more radio broadcast stations, fully 
described in Table  I, attached, which forms a  part of this 
Consent Decree.

                       II. Definitions

     2.   For  the  purposes  of this  Consent  Decree,  the 
following definitions shall apply:

          a)   ``Willis'' or the ``Willis Companies'' refer, 
             collectively,  to  the  corporations  owned  or 
             controlled by Levi E. Willis, Sr., as described 
             in paragraph 1, supra, and in Table I;

          b)   ``Bureau''  means the  Enforcement Bureau  of 
             the Federal Communications Commission;

          c)   ``Parties'' means  the Bureau and  the Willis 
             Companies;

          d)   ``Willis Stations'' means the radio broadcast 
             stations licensed to the Willis Companies;

          e)   ``NAL'' means a  Notice of Apparent Liability 
             for Forfeiture;

          f)   ``OSC'' means an Order  to Show Cause why the 
             licenses of the Willis Stations or  any of them 
             should  not  be  revoked,  issued  by  the  FCC 
             pursuant to 47 U.S.C.  312;

          g)   ``Act'' means the Communications Act of 1934, 
             as amended, 47 U.S.C. Sections 151 et seq.;

          h)   ``Order''  means  an   order  of  the  Bureau 
             adopting this Consent Decree;

          i)   ``Media  Bureau'' means  the Media  Bureau of 
             the Federal Communications Commission;

          j)   ``Commission'' or  ``FCC'' means  the Federal 
             Communications Commission;

          k)   ``Effective  Date'' means  the date  on which 
             the Bureau releases the Order; and

          l)   ``Rules'' means  the Commission's regulations 
             set forth in  Title 47 of  the Code  of Federal 
             Regulations;
          m)   ``HDO''  means a  Hearing Designation  Order, 
             issued by the FCC pursuant to 47 U.S.C.  309.

                      III.  Background

     3.   Beginning in  1999, inspections of  several Willis 
Stations  by  the  Bureau's  field  staff  revealed  various 
apparent violations of Commission rules related to technical 
operation and  public safety, which  led to the  issuance of 
forfeitures  against  the  stations'  respective  licensees.  
Ultimately, litigation was instituted and a default judgment 
was  entered  against  Willis Broadcasting  Corp.  for  non-
payment  of the  forfeitures.  See  United States  v. Willis 
Broadcasting  Corp., Civil  Action No.  201CV342 (E.D.  Va., 
June   22,   2001).   Subsequently,   additional   judgments 
regarding similar  unpaid forfeitures  were obtained  by the 
United   States  against   Willis   and  against   Christian 
Broadcasting  Corporation,  which   is  also  controlled  by 
Willis.  The  judgments against  Willis, which  totaled more 
than $85,000 as of January 2004, remain unpaid.  Willis also 
owes federal  taxes as  well as regulatory  fees due  to the 
Commission for its stations pursuant to 47 C.F.R.  1.1153.  

     4.   On October  28, 2003,  the Bureau, pursuant  to 47 
C.F.R.   1.88,  wrote a  pre-designation letter  to Willis.  
The Bureau's letter advised that Bureau staff inspections of 
Willis  Stations   and  subsequent  events   raised  serious 
questions   about  Willis's   qualifications  to   remain  a 
licensee.   Specifically,  not   only  had  the  inspections 
revealed  numerous, ongoing  violations of  the Commission's 
technical,  safety  and other  rules,  but  also Willis  had 
failed  repeatedly   to  respond  to  official   notices  of 
violation or other correspondence  from the Commission.  The 
Bureau's letter  provided Willis  an opportunity  to explain 
why it  should be  allowed to remain  a licensee.   A second 
letter, also dated  October 28, 2003, sent by  the Bureau to 
Willis,  directed   Willis  to  answer   specific  questions 
supported by  appropriate documents as well  as declarations 
under penalty of perjury.

     5.     By letters  dated  and filed  January 23,  2004, 
Willis  responded  to  the Bureau's  letters.   Among  other 
things, Willis  explained that  the sole shareholder  of the 
Willis Companies  and its  Chief Executive Officer,  Levi E. 
Willis,  Sr.  (``Bishop  Willis''), had  a  serious  illness 
during which time he had not been properly able to attend to 
matters  of  concern to  the  Bureau.   In addition,  Bishop 
Willis declared that, since receipt of the Bureau's letters, 
he  had made  vigorous  efforts to  correct the  violations.  
Information  submitted with  the Willis  responses indicated 
that the violations cited in the Bureau's letters either had 
been  corrected  or  that  the  licenses  of  the  pertinent 
stations    had   been    surrendered   for    cancellation.  
Subsequently, however, Bureau  inspections or re-inspections 
of a number of the  Willis Stations indicated that they were 
still in  violation of the  Rules and/or the terms  of their 
licenses, albeit for violations  other than those originally 
cited in the Bureau's October 28, 2003, letters.    

     6.   Willis has pending two  applications to assign the 
licenses  for  stations  WWCA, Gary,  Indiana  (Facility  ID 
#41332) (File No. BAL-20020730ABJ)  and WJNS-FM, Yazoo City, 
Mississippi (Facility ID #72816) (File No. BALH-20030423AAS) 
(collectively, the ``Assignment Applications'').  Willis has 
proposed  to  apply the  proceeds  from  the sale  of  those 
stations to satisfy the judgments noted above as well as any 
other unpaid forfeitures, regulatory fees and taxes.

                        IV. Agreement

     7.   Willis  agrees that  the  Bureau has  jurisdiction 
over the  matters contained in  this Consent Decree  and the 
authority to enter into and adopt this Consent Decree.

     8.   The  Bureau and  Willis  agree  that this  Consent 
Decree does not constitute an  adjudication on the merits or 
any finding on the facts or the law regarding any violations 
of  the Act  or the  Rules committed  by Willis,  other than 
those matters that  are the subject of  judgments which have 
already  been  entered  by United  States  federal  district 
courts. 

     9.   In  express  reliance   upon  the  representations 
contained  herein,  the  Bureau   agrees  to  terminate  its 
investigation into the matters  discussed in paragraphs 3-5, 
above, except as hereafter specified.  

     10.  Upon  release of  the Order,  Willis will,  within 
five (5)  days, surrender for cancellation  the licenses for 
the  following  four  stations:  KLRG,  North  Little  Rock, 
Arkansas (ID  #2778); KVLA, Vidalia, Louisiana  (ID #32180); 
WCRY, Fuquay-Varina,  North Carolina (ID #52645);  and WSVE, 
Jacksonville, Florida (ID #10519).  

     11.  As soon as possible after execution of the Consent 
Decree, it  is anticipated  that the  Media Bureau  will, if 
necessary  for assignment  purposes, grant  Willis's pending 
license  renewal  applications   for  Stations  WWCA,  Gary, 
Indiana (ID #41332) and WJNS-FM, Yazoo City, Mississippi (ID 
#72816) and condition those  renewals on the consummation of 
the assignment  of the stations from  Willis as contemplated 
in the Assignment  Applications.  Immediately thereafter, it 
is further anticipated that the  Media Bureau will grant the 
Assignment  Applications, conditioned  upon consummation  of 
such assignment  within ten  (10) days  of their  grant.  If 
these  assignments   are  not  so  consummated   within  the 
stipulated ten  (10) day period, the  renewal and assignment 
grants for Stations  WWCA and WJNS-FM will be  set aside and 
voided  and, within  five (5)  days  of such  action by  the 
Commission,   Willis  will   simultaneously  surrender   for 
cancellation the licenses for those  stations as well as the 
licenses  for  the   following  stations:   KDLA,  DeRidder, 
Louisiana  (ID #9028);  WGRM-FM, Greenwood,  Mississippi (ID 
#11889);  WBOK, New  Orleans, Louisiana  (ID #10917);  WGPL, 
Portsmouth, Virginia  (ID #69560); WNUZ,  Talladega, Alabama 
(ID #54472); and WTJH, East Point, Georgia (ID #72814).

     12.  At the closing for the  sales of Stations WWCA and 
WJNS-FM,  all proceeds  from  the sales  will  be placed  in 
escrow  (``the Escrowed  Funds'')  with Willis's  attorneys, 
John C. Trent,  Lauren A. Colby, and Daniel  A. Huber (``the 
Escrow Agents'').  The Escrowed  Funds will be applied first 
to the payment in full  of federal taxes, judgments obtained 
by the  United States  against Willis, FCC  regulatory fees, 
and  any other  outstanding forfeitures  leveled by  the FCC 
against the Willis  Companies, with such payment  to be made 
by the Escrow Agents within ten (10) days of consummation of 
the  assignment  of  the  stations.  The  remainder  of  the 
Escrowed  Funds  will be  applied  to  repairing the  Willis 
Stations to  bring them into  compliance with the  Rules and 
the terms and conditions of  their licenses.  No part of the 
Escrowed  Funds will  be used  for any  other purpose  until 
Willis has  certified to  the Commission that  its remaining 
stations  are in  compliance  as described,  infra.  If  the 
proceeds are  not used in  this manner, this  Consent Decree 
(except  for the  remainder of  this sentence)  shall become 
void and, within five (5) days of the Commission's notice to 
Willis of  such a state  of affairs, Willis  shall surrender 
for cancellation  the licenses for Stations  KDLA, DeRidder, 
Louisiana  (ID #9028);  WGRM-FM, Greenwood,  Mississippi (ID 
#11889);  WBOK, New  Orleans, Louisiana  (ID #10917);  WGPL, 
Portsmouth, Virginia  (ID #69560); WNUZ,  Talladega, Alabama 
(ID #54472); and WTJH, East Point, Georgia (ID #72814).
 
     13.  Within sixty (60) days  of the consummation of the 
assignments of the licenses for Stations WWCA and WJNS-FM as 
contemplated  in the  Assignment  Applications, Willis  will 
inspect Stations KDLA, DeRidder, Louisiana (ID #9028); WGRM-
FM, Greenwood,  Mississippi (ID #11889); WBOK,  New Orleans, 
Louisiana  (ID  #10917);   WGPL,  Portsmouth,  Virginia  (ID 
#69560);  WNUZ, Talladega,  Alabama (ID  #54472); and  WTJH, 
East  Point,  Georgia  (ID  #72814) and  certify  that  each 
station is  in compliance with  all Rules and all  terms and 
conditions  of  its  license.   The  FCC's  Broadcast  Self-
Inspection  Checklists  shall  be   used  as  a  guide  when 
conducting                  each                 inspection.  
(http://www.fcc.gov/eb/bc-chklsts/).  For  each station that 
Willis  either fails  or is  unable to  certify as  being in 
compliance,  Willis  shall  surrender for  cancellation  the 
license for that station at the time that such certification 
is due.  

     14.  Within  ninety (90)  days of  consummation of  the 
assignment of the licenses for  Stations WWCA and WJNS-FM as 
contemplated  in the  Assignment  Applications, Willis  will 
certify that all remaining stations under its control are in 
compliance  with  the  Rules.   The  FCC's  Broadcast  Self-
Inspection   Checklists  (http://www.fcc.gov/eb/bc-chklsts/) 
shall be used as a guide when conducting each inspection and 
review.  Failure or  inability to so certify  will result in 
issuance of an NAL or HDO at the discretion of the FCC.  

     15.  Renewal applications for all Willis Stations which 
have not  yet been granted,  except those for  Stations WWCA 
and  WJNS-FM which  are  discussed in  paragraph 11,  above, 
shall remain pending until FCC  field staff has verified the 
validity of  the certifications.  Such verifications  are to 
be undertaken  as promptly  as possible following  the FCC's 
receipt of the certifications by Willis.  
 
     16.  Every six (6) months  thereafter for the remainder 
of  the  respective license  term  of  each Willis  Station, 
Willis will certify  that the station is  in compliance with 
the Rules.   The FCC's Broadcast  Self-Inspection Checklists 
(http://www.fcc.gov/eb/bc-chklsts/) shall be used as a guide 
when conducting each inspection  and review.  The failure by 
Willis to so certify will result in the Bureau's issuance of 
an NAL, OSC or similar document at its discretion.  

     17.  All certifications referenced in paragraphs 13-16, 
above, shall be delivered to the Bureau within fourteen (14) 
days of the applicable execution deadline.

     18.  Willis  agrees that  any  violation by  it of  the 
Consent Decree  shall constitute  a separate violation  of a 
Commission   order  and   subject   Willis  to   appropriate 
administrative sanctions. 

     19.  Willis waives  any and all  rights it may  have to 
seek  administrative  or judicial  reconsideration,  review, 
appeal or  stay, or  to otherwise  challenge or  contest the 
validity of this Consent Decree  and the Order, provided the 
Order adopts the Consent  Decree without change, addition or 
modification.

     20.  Willis agrees to waive any claims it may otherwise 
have under the Equal Access to Justice Act, 5 U.S.C. Section 
504 and  47 C.F.R. Section  1.1501 et seq., relating  to the 
matters discussed in this Consent Decree.

     21.     Willis   and   the  Bureau   agree   that   the 
effectiveness of this Consent Decree is expressly contingent 
upon issuance  of the Order,  provided the Order  adopts the 
Consent Decree without change, addition or modification.  

     22.  Willis and  the Bureau  agree that if  Willis, the 
Commission or the United States on behalf of the Commission, 
brings a judicial  action to enforce the terms  of the Order 
adopting  this  Consent  Decree,   neither  Willis  nor  the 
Commission shall contest the  validity of the Consent Decree 
or  Order, and  Willis and  the Commission  shall waive  any 
statutory  right to  a trial  de  novo with  respect to  any 
matter upon which the Order  is based (provided in each case 
that the  Order is  limited to  adopting the  Consent Decree 
without  change,  addition,   or  modification),  and  shall 
consent  to  a  judgment  incorporating the  terms  of  this 
Consent Decree.

     23.  Willis  and the  Bureau agree  that, in  the event 
that this Consent Decree is rendered invalid by any court of 
competent jurisdiction,  it shall  become null and  void and 
may not be used in any manner in any legal proceeding.

     24.  This Consent Decree may  be signed in counterparts 
and/or by telecopy and,  when so executed, the counterparts, 
taken  together,  shall  constitute a  legally  binding  and 
enforceable instrument  whether executed  by telecopy  or by 
original signatures.

      

               WILLIS BROADCASTING CORPORATION
               ALL-CHANNEL TV SERVICES, INC. 
               ARKANSAS RADIO CORP.
               BIRMINGHAM CHRISTIAN RADIO, INC. 
               CHARLOTTE CHRISTIAN RADIO, INC. 
               CHRISTIAN BROADCASTING CORPORATION 
               DURHAM CHRISTIAN RADIO, INC.  
               EDENTON CHRISTIAN RADIO, INC. 
               KINSTON CHRISTIAN RADIO, INC.
               METRO COMMUNICATIONS, INC. 
               VIRGINIA URBAN RADIO, INC.
               WILLIS & SONS, INC. 
               WINSTON-SALEM BROADCASTING CORPORATION


WITNESS:                 By:     ___________________________
                                   Levi   E.  Willis,   Sr., 
President
  
__________________________         Date:  
___________________________


                         ENFORCEMENT BUREAU
                         FEDERAL COMMUNICATIONS COMMISSION


                         By:  _____________________________
                              David H. Solomon, Chief

                         Date:  ____________________________

                                       
 Call   Ser-       Location       Facil-      Licensee Name
 Sign   vice                      ity ID 
                                    No.
                                                
 KLRG    AM   North Little Rock,   2778   Arkansas        Radio 
              Arkansas                    Corporation
 KVLA    AM   Vidalia, Louisiana   32180  Willis   Broadcasting 
                                          Corporation
 WCRY    AM   Fuquay-Varina,       52645  Durham      Christian 
              North Carolina              Radio, Inc.
 WSVE    AM   Jacksonville,        10519  Willis & Sons, Inc.
              Florida
 WWCA    AM   Gary, Indiana        41332  Metro Communications, 
                                          Inc.
WJNS-    FM   Yazoo        City,   72816  Willis   Broadcasting 
  FM          Mississippi                 Corporation
 KDLA    AM   De         Ridder,   9028   Willis   Broadcasting 
              Louisiana                   Corporation
 WGRM    AM   Greenwood,           68577  Willis   Broadcasting 
              Mississippi                 Corporation
WGRM-    FM   Greenwood,           11889  Willis   Broadcasting 
  FM          Mississippi                 Corporation
 WBOK    AM   New       Orleans,   10917  Christian 
              Louisiana                   Broadcasting 
                                          Corporation
 WGPL    AM   Portsmouth,          69560  Virginia Urban Radio, 
              Virginia                    Inc.
 WNUZ    AM   Talladega, Alabama   54472  Birmingham  Christian 
                                          Radio, Inc.
 WTJH    AM   East        Point,   72814  Willis   Broadcasting 
              Georgia                     Corporation
 WBTE    AM   Windsor,     North    172   Willis   Broadcasting 
              Carolina                    Corporation
 WPCE    AM   Portsmouth,          72813  Willis   Broadcasting 
              Virginia                    Corporation
 WSDT    AM   Soddy-Daisy,         31863  Willis   Broadcasting 
              Tennessee                   Corporation
 WURB    FM   Windsor,     North    173   Willis   Broadcasting 
              Carolina                    Corporation
 WHFD    FM   Lawrenceville,       72503  Willis   Broadcasting 
              Virginia                    Corporation
 WAYE    AM   Birmingham,          5354   Birmingham  Christian 
              Alabama                     Radio, Inc.
 WLPH    AM   Irondale, Alabama     726   Birmingham  Christian 
                                          Radio, Inc.
 WRAG    AM   Carrollton,          70262  Birmingham  Christian 
              Alabama                     Radio
 WBIL    AM   Tuskegee, Alabama    1018   All     Channel    TV 
                                          Services, Inc.
 WBXB    FM   Edenton,     North   18649  Edenton     Christian 
              Carolina                    Radio, Inc.
 WSRC    AM   Durham,      North   17761  Durham      Christian 
              Carolina                    Radio, Inc.
 WELS    AM   Kinston,     North   20408  Kinston     Christian 
              Carolina                    Radio, Inc.
 WELS    FM   Kinston,     North   20409  Kinston     Christian 
              Carolina                    Radio, Inc.
 WGSP    AM   Charlotte,   North   10631  Charlotte   Christian 
              Carolina                    Radio, Inc.
 WCPK    AM   Chesapeake,          64003  Winston-Salem Radio 
              Virginia                    Corporation


_________________________

1 47 U.S.C.  154(i).
2
 47 C.F.R.  0.111, 0.311.