******************************************************** NOTICE ******************************************************** This document was converted from WordPerfect to ASCII Text format. Content from the original version of the document such as headers, footers, footnotes, endnotes, graphics, and page numbers will not show up in this text version. All text attributes such as bold, italic, underlining, etc. from the original document will not show up in this text version. Features of the original document layout such as columns, tables, line and letter spacing, pagination, and margins will not be preserved in the text version. If you need the complete document, download the WordPerfect version or Adobe Acrobat version, if available. ***************************************************************** Before the Federal Communications Commission Washington, D.C. 20554 In re: Applications of ) ) KKSN, Inc. ) File Nos. BAL, BALH-970805EB through (Assignor) ) 970805ED ) and ) ) Sinclair Radio of Portland Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) KKSN(AM), Vancouver, Washington ) KKSN-FM, Portland, Oregon ) KKRH(AM), Salem, Oregon ) ) WIL Music, Inc. ) File Nos. BAL, BALH-970805EE through (Assignor) ) 970805EF ) and ) ) Tuscaloosa Broadcasting Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) WRTH(AM), St. Louis, Missouri ) WIL-FM, St. Louis, Missouri ) ) KCFX-FM, Inc. ) File Nos. BAL, BALH-970805EG through (Assignor) ) 970805EK ) and ) ) Sinclair Radio of Kansas City Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) KCAZ(AM), Mission, Kansas ) KXTR(FM), Kansas City, Missouri ) KCFX-FM, Harrisonville, Missouri ) KCIY(FM), Liberty, Missouri ) KQRC-FM, Leavenworth, Kansas ) Heritage-Wisconsin Broadcasting Corp. ) File Nos. BAL, BALH-970805EL through (Assignor) ) 970805EN ) and ) ) Sinclair Radio of Milwaukee Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) WEMP(AM), Milwaukee, Wisconsin ) WMYX(FM), Milwaukee, Wisconsin ) WAMG(FM), Wauwatosa, Wisconsin ) ) WGH, Inc. ) File Nos. BAL, BALH-970805GN through (Assignor) ) 970805GP ) and ) ) Tuscaloosa Broadcasting Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) WGH(AM), Newport News, Virginia ) WGH-FM, Newport News, Virginia ) WVCL(FM), Norfolk, Virginia ) ) WBBF, Inc. ) File Nos. BAL, BALH-970805GQ through (Assignor) ) 970805GT ) and ) ) Tuscaloosa Broadcasting Licensee, Inc. ) (Assignee) ) ) For Assignment of the Licenses of ) WBBF(AM), Rochester, New York ) WBEE-FM, Rochester, New York ) WKLX(FM), Rochester, New York ) WQRV(FM), Avon, New York ) KIHT-FM, Inc. ) File No. BALH-970805GX (Assignor) ) ) and ) ) Tuscaloosa Broadcasting Licensee, Inc. ) (Assignee) ) ) For Assignment of the License of ) KIHT-FM, St. Louis, Missouri ) MEMORANDUM OPINION AND ORDER Adopted: February 5, 1998 Released: February 5, 1998 By the Chief, Mass Media Bureau: 1. The Commission, by the Chief, Mass Media Bureau, acting pursuant to delegated authority, has before it the above-captioned applications to assign the licenses of 21 radio stations owned by HMI Broadcasting Corporation ("HMI") to various subsidiaries of Sinclair Broadcast Group, Inc. ("Sinclair"). Sinclair also requests waiver of 47 C.F.R.  73.3555(c), the Commission's one-to-a-market rule, in connection with its proposed radio-television ownership combinations in the Kansas City, Milwaukee, Norfolk-Portsmouth-Newport News ("Norfolk") and St. Louis markets. The applications and waiver requests are unopposed. BACKGROUND 2. The proposed assignments are related to a larger merger of Heritage Media Corporation ("HMC") into HMC Acquisition Corp., a wholly-owned subsidiary of The News Corporation Limited. In connection with the merger agreement, HMC agreed to divest the broadcast stations controlled by certain of its subsidiaries. On August 19, 1997, the Commission granted an application for consent to the transfer of control of HMI to William G. Evans, an independent trustee. See Letter to Heritage Media and Trustee from James J. Brown, Assistant Chief, Video Services Division (August 19, 1997). The transfer of control was consummated on August 20, 1997. All of the subject assignments, as well as those of seven television stations not considered herein, are covered by a purchase agreement between the assignors and Sinclair dated July 16, 1997. 3. Sinclair already controls one television station in each of the Kansas City, Milwaukee and Norfolk markets, as well as a radio-television combination in the St. Louis market. In the subject applications, it proposes to acquire existing HMI radio station groups in each of these markets, as well as in the Portland and Rochester markets, where Sinclair does not presently own any broadcast stations. Because the Grade A contours of Sinclair's television stations totally encompass the communities of license of radio stations it proposes to acquire in the Kansas City, Milwaukee, Norfolk and St. Louis markets, Sinclair has requested waivers of the Commission's one-to-a-market rule, which would otherwise prohibit common ownership of radio and television station combinations in these markets. See 47 C.F.R.  73.3555(c). 4. In addition, Sinclair's proposal to acquire more than one same-service radio station in each of the above-referenced markets implicates the Commission's local radio ownership rules. 47 C.F.R.  73.3555(a)(1). Sinclair has submitted showings to demonstrate that its acquisition of these stations is in compliance with these rules. For the reasons that follow, we will grant the subject assignment applications and grant permanent, unconditional waivers of the one-to-a-market rule for Sinclair's proposed radio-television combinations in the Milwaukee and Norfolk markets. In Milwaukee, Sinclair will thus control one UHF television station (UPN affiliate) and one AM/two FM stations. In Norfolk, Sinclair will control one UHF television station (Fox affiliate) and one AM/two FM stations. We will also grant Sinclair's requests for one-to-a-market waivers in the Kansas City and St. Louis markets, conditioned on the outcome of the pending television ownership proceeding. See Review of The Commission's Regulations Governing Television Broadcast Ownership in MM Docket Nos. 91- 221 and 87-8, 11 FCC Rcd 21655 (1996) ("Second Further NPRM"). The grants of these waivers will permit the conditional ownership of one television/one AM/four FM stations in both the Kansas City and St. Louis markets. ONE-TO-A-MARKET WAIVER SHOWINGS 5. Sinclair bases its requests for one-to-a-market rule waivers on the standards adopted in the Second Report and Order in MM Docket 87-7, 4 FCC Rcd 1741 (1989) ("Second Report and Order"), recon. granted in part and denied in part, 4 FCC Rcd 6489 (1989) ("Second Report and Order Recon."). Under these criteria, the Commission presumptively favors waiver requests involving station combinations serving the top 25 markets where there are at least 30 separately owned, operated, and controlled broadcast licenses or "voices" after the proposed combination ("top 25 market/30 voice standard"). The Commission also favors requests involving "failed" broadcast stations, that is, stations that have not been operating for a substantial period of time or are involved in bankruptcy proceedings. Id. Otherwise, the requests must be evaluated under the more rigorous, case-by-case approach. See 47 C.F.R.  73.3555 n. 7. 6. The Kansas City, Milwaukee and Norfolk markets are not ranked in the top 25 television markets, and there is no contention that any of Sinclair's waiver requests involve "failed" stations. In any event, all of Sinclair's waiver requests must be evaluated under the case-by-case standard because each of its proposed radio-television combinations involves the common ownership of more than one same-service radio station with a television station. See Memorandum Opinion and Order in MM Docket 91-140, 7 FCC Rcd 6387, 6394 n. 40 (1992). Under the case-by-case standard, the Commission makes a public interest determination based upon the following five criteria: 1) the potential public service benefits of joint operation of the facilities, such as economies of scale, cost savings, and programming and service benefits; 2) the types of facilities involved; 3) the number of media outlets owned by the applicant in the relevant market; 4) the financial difficulties of the stations involved; and 5) the nature of the relevant market in light of the level of competition and diversity after the joint operation is implemented. Second Report and Order, 4 FCC Rcd at 1753-54. In enunciating the five factors to be considered under the case-by-case standard, the Commission noted that not all five factors must be satisfied in each case, but rather the overall consideration of these factors must weigh in favor of granting the waiver request. Second Report and Order Recon., 4 FCC Rcd at 6491. In support of each of its waiver requests, Sinclair submits a showing which addresses each of the five factors. 7. Benefits of Joint Operation. Sinclair asserts that common ownership of its proposed radio- television combinations in the Kansas City, Milwaukee, Norfolk and St. Louis markets will result in substantial cost savings that will, in turn, result in increased local programming in each market through the use of shared resources and cross-promotion. Sinclair estimates that joint ownership of the radio and television stations will result in total annual cost savings of $355,000 in Kansas City, $149,000 in Milwaukee, and $280,000 in Norfolk. In addition, Sinclair states that joint ownership of its existing radio-television combination in St. Louis already has resulted in significant cost savings, and estimates that its acquisition of the HMI radio station group in St. Louis will result in additional total annual cost savings of $163,000, consisting of $100,000 in saved promotional expenses and $63,000 in purchasing efficiencies. As a result of these anticipated savings, Sinclair states that it will be able to acquire "better programming and hire better talent" for its broadcast stations in the subject markets. It also asserts that its proposed radio combinations will be able share the newsgathering resources of its TV stations in these markets, "resulting in higher quality news, weather and traffic information" on the radio stations. Furthermore, Sinclair states that it may introduce public affairs programs on its television stations featuring "radio hosts who appeal to younger audiences," thereby extending its public affairs programming to a wider audience in a "cost-efficient" manner in the subject markets. 8. Other Media Outlets/Types of Facilities. Sinclair has described the facilities of the stations that comprise its proposed radio-television combinations in the four markets where it requests waivers. In the Kansas City market, Sinclair already controls KSMO-TV, Kansas City, Missouri through a subsidiary. Sinclair states that KSMO-TV is a UPN-affiliated UHF station with an effective radiated power ("ERP") of 2,190 kilowatts ("kW") and antenna height above average terrain ("HAAT") of 340 meters. Based on the 1997 Broadcasting and Cable Yearbook, Sinclair also states that the Nielsen Designated Market Area ("DMA") for Kansas City includes three network-affiliated commercial VHF stations (ABC, CBS, and Fox), four commercial UHF stations and one noncommercial UHF station, and that KSMO-TV trails four network-affiliated television stations in the DMA in average total day (9:00 a.m. to midnight) audience shares. Sinclair proposes to acquire the HMI radio station group of KCAZ(AM), Mission, Kansas, KCFX-FM, Harrisonville, Missouri, KCIY(FM), Liberty, Missouri, KQRC-FM, Leavenworth, Kansas, and KXTR(FM), Kansas City, Missouri. Sinclair states that KCAZ is a Class B AM station operating at 1480 kHz with daytime power of 1 kW and nighttime power of .5 kW. KCFX-FM and KCIY are Class C1 FM stations, and KQRC-FM and KXTR are Class C FM stations. According to Sinclair, KCFX-FM operates on 101.1 MHz with an ERP of 97 kW from a 303 meter antenna, KCIY operates on 106.5 MHz with an ERP of 100 kW from a 299 meter antenna, KQRC-FM operates on 98.9 MHz with an ERP of 100 kW from a 168 meter antenna, and KXTR operates on 96.5 MHz with an ERP of 99 kW from a 300 meter antenna. 9. In the Milwaukee market, Sinclair currently controls WCVG-TV, Milwaukee, Wisconsin through a subsidiary. Sinclair states that WCVG-TV is a UPN-affiliated UHF station with an ERP of 3,020 kW and HAAT of 313 meters. Based on the 1997 Broadcasting and Cable Yearbook, Sinclair also states that the Milwaukee DMA includes three network-affiliated commercial VHF stations (NBC, ABC and Fox), six commercial UHF stations, one noncommercial VHF station and one noncommercial UHF station, and that WCVG-TV trails the NBC-, ABC-, and Fox-affiliated stations in the DMA in average total day audience shares. Sinclair proposes to acquire the HMI radio station group of WAMG(FM), Wauwatosa, Wisconsin and WEMP(AM) and WMYX(FM), both Milwaukee. Sinclair states that WEMP is a Class B AM station operating on 1250 KHz with power of 5 kW. WAMG and WMYX are both Class B FM stations. According to Sinclair, WAMG operates on 103.7 MHz with an ERP of 19.5 kW from a 256 meter antenna, and WMYX operates on 99.1 MHz with an ERP of 50 kW from a 137 meter antenna. 10. In the Norfolk market, Sinclair currently controls WTVZ-TV, Norfolk, Virginia through a subsidiary. Sinclair states that WTVZ-TV is a Fox-affiliated UHF station with an ERP of 5,000 kW and HAAT of 277 meters. Based on the 1997 Broadcasting and Cable Yearbook, Sinclair also states that the Norfolk DMA includes three network-affiliated commercial VHF stations (NBC, CBS, and ABC), three commercial UHF stations and one noncommercial UHF station, and that WTVZ-TV trails the NBC-, CBS- and ABC-affiliated stations in average total day audience shares. Sinclair proposes to acquire the HMI radio station group of WGH(FM), WGH(AM), both Newport News, Virginia and WVCL(FM), Norfolk. Sinclair states that WGH(AM) is a Class B AM station operating on 1310 KHz with power of 5 kW. WGH(FM) and WVCL are both Class B FM stations. According to Sinclair, WGH(FM) operates on 97.3 MHz with an ERP of 74 kW from a 120 meter antenna, and WVCL operates on 95.7 MHz with an ERP of 40 kW from a 268 meter antenna. 11. In the St. Louis market, Sinclair already controls the combination of KDNL-TV, St. Louis, Missouri, KPNT(FM), Ste. Genevieve, Missouri and WVRV(FM), East St. Louis, Illinois through subsidiaries. Sinclair states that KDNL-TV is an ABC-affiliated UHF station with an ERP of 2,190 kW and HAAT of 335 meters. Based on the 1997 Broadcasting and Cable Yearbook, Sinclair also states that the St. Louis DMA includes four network-affiliated commercial VHF stations (NBC, CBS, Fox and Warner Brothers), two commercial UHF stations and one noncommercial VHF station, and that KDNL-TV trails the NBC-, CBS- and Fox-affiliated stations in average total day audience share. Sinclair also states that KPNT is a Class C FM station and that WVRV has been authorized to upgrade its facilities and become a Class C2 FM station. KPNT operates on 105.7 MHz with an ERP of 100 kW from a 419 meter antenna, and WVRV currently operates on 101.1 MHz with an ERP of 44 kW from a 158 meter antenna. Sinclair proposes to acquire the HMI radio station group of KIHT-FM, WIL-FM and WRTH(AM), all St. Louis. KIHT-FM is a Class C1 station, WIL-FM is a Class C station, and WRTH is a Class B AM station. According to Sinclair, KIHT-FM operates on 96.3 MHz with an ERP of 100 kW from a 168 meter antenna, WIL-FM operates on 92.3 MHz with an ERP of 99 kW from a 300 meter antenna, and WRTH operates on 1430 kHz with power of 5 kW. 12. Financial Condition. Sinclair states that none of the broadcast stations at issue is in financial distress. 13. Competition and Diversity. Sinclair argues that its proposed ownership of Kansas City, Milwaukee, Norfolk and St. Louis radio-television combinations will have no significant effect in these highly competitive markets. Sinclair states that the Kansas City DMA is the 32nd largest market in the country and includes ten television stations. It also states that the Kansas City television metro market is served by 38 radio stations representing 20 separate "voices." According to Sinclair, following the proposed transaction there will be a total of 48 broadcast stations in the relevant market representing 29 separate broadcast "voices." Additionally, Sinclair states that the market is served by other mass media outlets and lists 20 daily and 74 weekly newspapers, as well as 34 cable systems. 14. Sinclair states that the Milwaukee DMA is the 31st largest market in the country and includes 12 television stations. It also states that the Milwaukee television metro market is served by 37 radio stations representing 24 separate "voices." According to Sinclair, following the proposed transaction there will be a total of 49 broadcast stations in the relevant market representing 32 separate broadcast "voices." Additionally, Sinclair states that the market is served by other mass media outlets and lists 10 daily and 58 weekly newspapers and 33 cable systems. 15. Sinclair states that the Norfolk DMA is the 40th largest market in the country and includes eight television stations. It also states that the Norfolk television metro market is served by 44 radio stations representing 27 separate "voices." According to Sinclair, following the proposed transaction there will be a total of 52 broadcast stations in the relevant market representing 35 separate broadcast "voices." Additionally, Sinclair states that the market is served by other mass media outlets and lists five daily and 13 weekly newspapers and 25 cable systems. 16. Finally, Sinclair states that the St. Louis DMA is the 21st largest market in the country and includes eight television stations. It also states that the St. Louis television metro market is served by 53 radio stations representing 36 separate "voices." According to Sinclair, following the proposed transaction there will be a total of 61 broadcast stations in the relevant market representing 43 separate broadcast "voices." Additionally, Sinclair states that the market is served by other mass media outlets and lists seven daily and 118 weekly newspapers, as well as 142 cable systems. DISCUSSION 17. Local radio ownership rules -- St. Louis, Kansas City, Milwaukee, and Norfolk. We turn first to Sinclair's compliance with our local radio ownership rules, 47 C.F.R.  73.3555(a)(1), in the markets where it is also seeking one-to-a-market waivers. Sinclair, through subsidiaries, already controls a two FM station combination in the St. Louis market and proposes to acquire an existing one AM/two FM combination from HMI in this market. Additionally, in the Kansas City, Milwaukee and Norfolk markets, Sinclair does not currently control radio stations. However, following the proposed sale, Sinclair would control a one AM/four FM combination in Kansas City and one AM/two FM combinations in both Milwaukee and Norfolk. Because Sinclair will control more than one radio station in the same service in each of these four markets after consummation of the proposed sale, it has submitted showings to demonstrate its compliance with the limitations of the Commission's local radio ownership rules. The limitations vary based on the total number of stations in the market. With regard to each of the four markets in question, Sinclair has demonstrated compliance with the numerical limitations of the Commission's local radio ownership rules and our review of the record in this case reveals no other circumstances that would preclude grant of the Kansas City, Milwaukee, Norfolk and St. Louis applications. We conclude, therefore, that with regard to the local radio ownership rules, Sinclair's proposed acquisition of existing HMI station groups in the markets where it is also seeking one-to-a-market waivers would serve the public interest. See, e.g., S.E. Licensee G.P., 11 FCC Rcd 16727 (1996); Shareholders of Citicasters, Inc., 11 FCC Rcd 19135 (1996). 18. Local radio ownership rules -- Portland and Rochester. We also consider Sinclair's compliance with the local radio ownership rules in connection with its proposed acquisition of HMI radio station groups outside markets that require waiver of the one-to-a-market rule. Sinclair does not currently control radio stations in Portland or Rochester. Sinclair proposes to acquire a one FM/two AM combination in Portland-- KKSN(AM), Vancouver, Washington, KKSN-FM, Portland, Oregon and KKRH(AM), Salem, Oregon-- and a three FM/one AM combination in Rochester-- WBBF(AM), WBEE-FM, WKLX(FM), all Rochester and WQRV(FM), Avon, New York. Because Sinclair will control more than one radio station in the same service in both of these markets after consummation of the proposed sale, it has submitted showings to demonstrate its compliance with the limitations of the Commission's local radio ownership rules in these two markets. As discussed above, these limitations are based on the number of radio stations in the same service and on the number of radio stations overall that may be commonly owned in any given market. See supra,  16. With regard to the Portland and Rochester markets, Sinclair has demonstrated compliance with the numerical limitations of the Commission's local radio ownership rules and our review of the record in this case reveals no other circumstances that would preclude grant of these applications. We conclude, therefore, that with regard to the local radio ownership rules, Sinclair's proposed acquisition of existing HMI station groups in these markets would serve the public interest. See, e.g., S.E. Licensee G.P., 11 FCC Rcd at 16727; Shareholders of Citicasters, Inc., 11 FCC Rcd at 19135. 19. One-to-a-Market Waivers. We now turn to consideration of Sinclair's one-to-a-market waiver requests. At the outset, we note that Sinclair does not indicate whether it requests temporary or permanent one-to-a-market waivers. Sinclair's acquisition of station combinations in the Kansas City and St. Louis markets, however, requires reliance on the statutory radio ownership limitations adopted in the Telecommunications Act of 1996 and incorporated into our rules. Issues related to radio/television cross-ownership remain pending in the television ownership proceeding, in which the Commission is considering eliminating or modifying the one-to-a-market rule. Second Further NPRM, 11 FCC Rcd at 21685. The Commission has concluded that pending the resolution of the television ownership proceeding, permanent waivers will not be granted for combinations exceeding one television station/ two AM stations/two FM stations. Instead, such combinations are eligible for temporary one-to-a-market waivers conditioned on the resolution of the issues raised concerning the one-to-a-market rule in the television ownership proceeding. Accordingly, with regard to Sinclair's proposed radio-television combinations in the Kansas City and St. Louis markets, we conclude that permanent, unconditional waivers would not be appropriate, but that Sinclair has justified grant of temporary, conditional waivers in these markets based on its case-by-case showings. With regard to Sinclair's proposed radio-television combinations in the Milwaukee and Norfolk markets, we conclude that Sinclair has justified grant of permanent, unconditional waivers. 20. Under the first waiver criterion, the potential public service benefits of joint ownership, the Commission considers the public service benefits that could result from the proposed radio- television combination, such as projected economies of scale, cost savings and program and service benefits. Second Report and Order, 4 FCC Rcd at 1753. Sinclair has shown that in each of the markets where it is seeking a one-to-a-market waiver there will be significant economies of scale resulting from consolidation of administrative, operating and technical expenses into a single operation. In particular, Sinclair estimates total annual savings of approximately of $355,000 in Kansas City, $149,000 in Milwaukee, $280,000 in Norfolk and $163,000 in St. Louis as a result of saved promotional expenses, purchasing efficiencies and savings due to consolidation of studio space. See supra, p. 5 n. 5 and accompanying text. Sinclair also has promised that these cost savings will result in significant benefits to the public through enhanced local programming. In addition, Sinclair states that the proposed station groups will undertake cross-promotions, which the Commission has recognized as "one of the most significant benefits of joint ownership of radio and television stations in the same market." Second Report and Order, 4 FCC Rcd at 1747 (footnote omitted). 21. Turning to the second criterion, the Commission's "concern with the types of facilities merging under the authority of a one-to-a-market waiver reflects our interest in assessing the potential impact of a proposed combination of stations in a given market in order that we might predict and avoid any significant adverse effect on diversity or competition from too powerful a combination." Great American Television and Radio Co., Inc., 4 FCC Rcd 6347, 6349-50 (1989). In this regard, we must "consider such factors as whether the proposed radio-television combination involves a UHF or VHF TV station or an AM or FM radio station, as well as the size or class of the stations involved. Second Report and Order, 4 FCC Rcd at 1753. Turning first to Sinclair's Kansas City one-to-a-market request, the proposed combination involves a UPN-affiliated UHF station, KSMO- TV. We have independently confirmed that KSMO-TV competes in the Kansas City DMA with three network-affiliated VHF and five UHF stations. Two of these stations have comparable power to KSMO-TV. Sinclair's proposed radio-television combination also involves two Class C FM stations, two Class C1 FM stations, and one Class B AM station. We have independently determined that there are a total of 11 Class C FM, five Class C1 FM and seven Class B AM stations in the Kansas City television metro market. 22. Sinclair's proposed radio-television combination in the Milwaukee market also involves a UPN-affiliated UHF station, WCVG-TV. We have independently confirmed that WCVG-TV competes in the Milwaukee DMA with three network-affiliated VHF and five UHF stations. Three of these stations have greater power than WCVG-TV. Sinclair's Milwaukee one-to-a-market request also involves two Class B FM stations and one Class B AM station. We have independently determined that there are a total of 12 Class B FM and seven Class B AM stations in the Milwaukee television metro market. 23. Sinclair's proposed radio-television combination in the Norfolk market involves a Fox- affiliated UHF station, WTVZ-TV. We have independently confirmed that WTVZ-TV competes in the Norfolk DMA with three network-affiliated VHF and four UHF stations. One of these stations has comparable power to WTVZ-TV. Like the Milwaukee waiver request, Sinclair's Norfolk one-to- a-market request involves two Class B FM stations and one Class B AM station. We have independently determined that there are a total of 14 FM stations in the Norfolk television metro market with equal or greater power than Sinclair's proposed FM stations, as well as five AM stations with comparable power to the AM station Sinclair proposes to acquire. 24. Sinclair's proposed combination in the St. Louis market involves an ABC-affiliated UHF station, KDNL-TV. We have independently confirmed that KDNL-TV competes in the St. Louis DMA with four network-affiliated VHF and three UHF stations. Two of these stations have equal or greater power than KDNL-TV. Sinclair's proposed combination in St. Louis also involves two Class C FM stations, one Class C1 FM station, one authorized Class C2 FM station, and one Class B AM station. We have independently determined that there are a total of five Class C FM, seven Class C1 FM, two Class C2 FM and eleven Class B AM stations in the St. Louis television metro market. 25. In sum, our independent analysis indicates that Sinclair's proposed combinations will compete with stations with similar and, in some cases, superior technical facilities in each of the four markets in question. We also find that Sinclair has demonstrated that due to the number of "voices" in each market, the levels of competition and diversity will remain high. See infra,  27-36. Thus, although the technical facilities of some of the stations involved are significant, given the substantial competing facilities in each market, we find that the proposed combinations do not present issues of market dominance inconsistent with the public interest. Regarding the third criterion, although a construction permit application is pending for a second Sinclair television station in the Norfolk market, see supra, n. 2, Sinclair does not currently own any media outlets in the four markets in question other than those involved in these waiver requests. 26. Although Sinclair states that none of the broadcast stations at issue is in financial distress, we have previously indicated that not all five factors need be present to justify grant of a waiver. See Second Report and Order Recon., 4 FCC Rcd at 6491; Great American Television and Radio Co., Inc., 4 FCC Rcd at 6349. We have also granted a number of one-to-a-market waivers where there was no finding that any of the stations were in financial distress. See, e.g., Louis C. DeArias, 11 FCC Rcd 3662, 3667 (1996); Alta Gulf FM, Inc., 10 FCC Rcd 7750, 7751 (1995); Secret Communications, L.P., 10 FCC Rcd 6874, 6877 (1995). 27. The final factor in our analysis relates to the level of diversity and competition in the relevant markets. Indicia of the level of diversity include the number of broadcast outlets, the number of separately-owned and operated "voices" in the market, and the presence of cable and non- broadcast media. Kansas City is ranked as the 32nd largest television market. Based on the showing submitted by Sinclair, as well as our independent research, we have verified that there are ten television stations licensed to ten separate owners in the Kansas City DMA, and 41 radio stations licensed to 23 separate owners in the Kansas City television metro market. Following the proposed transaction, there will be a total of 51 radio and television stations in the market representing 32 separate broadcast "voices." A wide variety of other media are also available, including 20 daily and 74 weekly newspapers and 34 cable systems. 28. With respect to economic concentration and competition, our independent research in the BIA Master Access Television Analyzer Database indicates that KSMO-TV garners 12.48 percent of television advertising revenue in the Kansas City DMA, and that four other stations in the DMA have higher television advertising revenue and audience shares. Our independent research in the BIA Master Access Radio Analyzer Database indicates that Sinclair's proposed radio combination garners 25 percent of radio advertising revenue in the Kansas City television metro market. We note that another combination of five radio stations licensed to American Radio Systems License Corp. has a total radio advertising revenue market share of 30 percent. Together, the stations in Sinclair's proposed combination will have a combined television and radio advertising revenue share of 16.71 percent in the Kansas City market. 29. Milwaukee is ranked as the 31st largest television market. We have independently verified that there are 13 television stations licensed to 12 separate owners in the Milwaukee DMA, and 39 radio stations licensed to 22 separate owners in the Milwaukee television metro market. Following the proposed transaction, there will be a total of 52 radio and television stations in the Milwaukee market representing 33 separate broadcast "voices." A wide variety of other media are also available, including 10 daily and 58 weekly newspapers and 33 cable systems. 30. With respect to economic concentration and competition, our independent research indicates that WCGV-TV garners 10.79 percent of television advertising revenue in the Milwaukee DMA, and that five other stations in the DMA have comparable or higher television advertising revenue shares. Sinclair's proposed radio combination garners seven percent of radio advertising revenue in the Milwaukee television metro market. Together, the stations in the proposed combination will have a combined television and radio advertising revenue share of 9.8 percent in the Milwaukee market. 31. Norfolk is ranked as the 40th largest television market. We have independently verified that there are nine television stations licensed to eight separate owners in the Norfolk DMA, and 43 radio stations licensed to 26 separate owners in the Norfolk television metro market. Following the proposed transaction, there will be a total of 52 radio and television stations in the Norfolk market representing 32 separate broadcast "voices." A wide variety of other media are also available, including five daily and 13 weekly newspapers and 25 cable systems. 32. With respect to economic concentration and competition, our independent research indicates that WTVZ-TV garners 15.17 percent of television advertising revenue in the Norfolk DMA and that three other stations in the DMA have higher television advertising revenue shares. Sinclair's proposed radio combination garners 15 percent of radio advertising revenue in the Norfolk television metro market. Together, the stations in the proposed combination will have a combined television and radio advertising revenue share of 14.89 percent in the Norfolk market. 33. St. Louis is ranked as the 21st largest television market. We have independently verified that there are eight television stations licensed to eight separate owners in the St. Louis DMA, and 53 radio stations licensed to 35 separate owners in the St. Louis television metro market. Following the proposed transaction, there will be a total of 61 radio and television stations in the market representing 42 separate broadcast "voices." A wide variety of other media are also available, including seven daily and 118 weekly newspapers and 142 cable systems. 34. With respect to economic concentration and competition, our independent research indicates that KDNL-TV garners 14.74 percent of television advertising revenue in the St. Louis DMA, and that four other television stations in the DMA have equal or higher advertising revenue and audience shares. Sinclair's proposed radio combination garners 18 percent of radio advertising revenue in the St. Louis television metro market. Together, the stations in the proposed combination will have a combined television and radio advertising revenue share of 15.93 percent in the St. Louis market. 35. In sum, therefore, we find that Sinclair has demonstrated that the proposed radio- television combinations will not create any undue concentration of ownership or control of the broadcast media in the four markets in question. The number of broadcast stations and "voices" in the markets ranges between 51 and 61 and between 32 and 42, respectively, levels of diversity consistent with the levels approved in previous waiver requests. See, e.g., Paxson Communications Corp., DA 97-2443 (MMB Nov. 21, 1997) (one-to-a-market waivers granted in two markets with 53 broadcast stations representing 40 separate voices and 47 broadcast stations representing 30 separate voices, respectively); Triathlon Broadcasting of Little Rock Licensee, Inc., DA 97-1979 (MMB Sept. 16, 1997) (one-to-a-market waiver granted in 57th ranked market with 51 broadcast stations representing 32 separate voices). The radio advertising revenue shares of the radio combinations involved range from seven to 25 percent, and the combined television and radio advertising revenue shares of the radio-television combinations involved range from 9.8 percent to 16.71 percent, shares consistent with revenue shares approved in other one-to-a-market waiver requests. See, e.g., Shareholders of Citicasters, Inc., 11 FCC Rcd 19135, 19145-46 (1996) (26 percent of radio advertising revenue and 21 percent of combined television and radio advertising revenue in 15th television market). 36. We conclude, based on the record, that permanent, unconditional waivers of the one-to-a- market rule for Sinclair's proposed radio-television combinations in the Milwaukee and Norfolk markets, and temporary, conditional waivers in the Kansas City and St. Louis markets, are appropriate in this case. The markets in question are both diverse and highly competitive. Although some of Sinclair's commonly-owned facilities in each of these markets are technically significant, competing facilities do exist. Moreover, grant of the waivers will result in economic efficiencies and facilitate enhanced local programming by the stations in question. On balance, we are persuaded that the public benefits to be derived from Sinclair's joint ownership of radio and television station combinations in these markets would outweigh any negative effect on competition and diversity and, therefore, that waivers of the one-to-a-market rule are justified. CONCLUSION 37. For the reasons stated herein, we will approve permanent, unconditional waivers of the one-to-a-market rule for Sinclair's proposed radio-television combinations in the Milwaukee and Norfolk markets. We will also approve temporary, conditional waivers for Sinclair's proposed radio- television combinations in the Kansas City and St. Louis markets. In addition, we find that the parties are fully qualified to be Commission licensees, and that grant of Sinclair's proposed acquisition of the subject radio stations from HMI is in the public interest. 38. Accordingly, IT IS ORDERED, That the request for waiver of the Commission's one-to- a-market rule, 47 C.F.R.  73.3555(c), to permit common ownership of KSMO-TV, Kansas City, Missouri, KCAZ(AM), Mission, Kansas, KCFX-FM, Harrisonville, Missouri, KCIY(FM), Liberty, Missouri, KQRC-FM, Leavenworth, Kansas, and KXTR(FM), Kansas City, Missouri IS HEREBY GRANTED subject to the outcome in the pending television ownership rulemaking proceeding, Second Further Notice of Proposed Rule Making, MM Docket Nos. 91-221 and 87-8, 11 FCC Rcd 21655 (1996). Should divestiture be required as a result of those proceedings, Sinclair is directed to file an application for Commission consent to sell the necessary station(s) within six months from the release of the final Orders in those proceedings. 39. IT IS FURTHER ORDERED, That the request for waiver of the Commission's one-to-a- market rule, 47 C.F.R.  73.3555(c), to permit common ownership of WCVG-TV, WEMP(AM) and WMYX(FM), all Milwaukee, Wisconsin and WAMG(FM), Wauwatosa, Wisconsin, IS HEREBY GRANTED. 40. IT IS FURTHER ORDERED, That the request for waiver of the Commission's one-to-a- market rule, 47 C.F.R.  73.3555(c), to permit common ownership of WTVZ-TV, Norfolk, Virginia, WGH(FM), WGH(AM), both Newport News, Virginia and WVCL(FM), Norfolk IS HEREBY GRANTED. 41. IT IS FURTHER ORDERED, That the request for waiver of the Commission's one-to-a- market rule, 47 C.F.R.  73.3555(c), to permit common ownership of KDNL-TV, St. Louis, Missouri, KPNT(FM), Ste. Genevieve, Missouri, WVRV(FM), East St. Louis, Illinois, and KIHT- FM, WIL-FM and WRTH(AM), all St. Louis, IS HEREBY GRANTED subject to the outcome in the pending television ownership rulemaking proceeding, Second Further Notice of Proposed Rule Making, MM Docket Nos. 91-221 and 87-8, 11 FCC Rcd 21655 (1996). Should divestiture be required as a result of those proceedings, Sinclair is directed to file an application for Commission consent to sell the necessary station(s) within six months from the release of the final Orders in those proceedings. 42. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of KCAZ(AM), Mission, Kansas, KXTR(FM), Kansas City, Missouri, KCFX-FM, Harrisonville, Missouri, KCIY(FM), Liberty, Missouri and KQRC-FM, Leavenworth, Kansas, File Nos. BAL, BALH-970805EG through EK, from KCFX-FM, Inc. to Sinclair Radio of Kansas City Licensee, Inc. ARE HEREBY GRANTED subject to the outcome in the pending television ownership rulemaking proceeding, Second Further Notice of Proposed Rule Making, MM Docket Nos. 91-221 and 87-8, 11 FCC Rcd 21655 (1996). Should divestiture be required as a result of those proceedings, Sinclair is directed to file an application for Commission consent to sell the necessary station(s) within six months from the release of the final Orders in those proceedings. 43. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of WEMP(AM), and WMYX(FM), both Milwaukee, Wisconsin and WAMG(FM), Wauwatosa, Wisconsin, File Nos. BAL, BALH-970805EL through EN, from Heritage- Wisconsin Broadcasting Corp. to Sinclair Radio of Milwaukee Licensee, Inc. ARE HEREBY GRANTED. 44. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of WGH(AM) and WGH-FM, both Newport News, Virginia and WVCL(FM), Norfolk, Virginia, File Nos. BAL, BALH-970805GN through GP, from WGH, Inc. to Tuscaloosa Broadcasting Licensee, Inc. ARE HEREBY GRANTED. 45. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of WRTH(AM) and WIL-FM, both St. Louis, Missouri, File Nos. BAL, BALH-970805EE through EF from WIL Music, Inc. to Tuscaloosa Broadcasting Licensee, Inc. ARE HEREBY GRANTED subject to the outcome in the pending television ownership rulemaking proceeding, Second Further Notice of Proposed Rule Making, MM Docket Nos. 91-221 and 87-8, 11 FCC Rcd 21655 (1996). Should divestiture be required as a result of those proceedings, Sinclair is directed to file an application for Commission consent to sell the necessary station(s) within six months from the release of the final Orders in those proceedings. 46. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the application to assign the license of KIHT-FM, St. Louis, Missouri, File No. BALH-970805GX, from KIHT-FM, Inc. to Tuscaloosa Broadcasting Licensee, Inc. IS HEREBY GRANTED. 47. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of KKSN(AM), Vancouver, Washington, KKSN-FM, Portland, Oregon and KKRH(AM), Salem, Oregon, File Nos. BAL, BALH-970805EB through ED, from KKSN, Inc. to Sinclair Radio of Portland Licensee, Inc. ARE HEREBY GRANTED. 48. IT IS FURTHER ORDERED, That, having found the applicants fully qualified, the applications to assign the licenses of WBBF(AM), WBEE-FM and WKLX(FM), all Rochester, New York and WQRV(FM), Avon, New York, File Nos. BAL, BALH-970805GQ through GT, from WBBF, Inc. to Tuscaloosa Broadcasting Licensee, Inc. ARE HEREBY GRANTED. FEDERAL COMMUNICATIONS COMMISSION Roy J. Stewart Chief, Mass Media Bureau