******************************************************** 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 Application s of) ) A T & T Corporation ) (Transferor) ) ) and ) File Nos. BTCCT-970910YA-YI ) BTCTT-970910YJ ) BTCTVL-970910YK ) BTCTTL-970910YL-YZ ) LIN Holdings Corporation ) (Transferee) ) ) For Consent to the Transfer of Control of) the Following Broadcast Licenses: ) KXAS-TV, Fort Worth, Texas ) WISH-TV, Indianapolis, Indiana ) WTNH-TV, New Haven, Connecticut ) WIVB-TV, Buffalo, New York ) WAVY-TV, Portsmouth, Virginia ) KXAN-TV, Austin, Texas ) KXAM-TV, Llano, Texas ) WAND(TV), Decatur, Illinois ) WANE-TV, Fort Wayne, Indiana ) MEMORANDUM OPINION AND ORDER Adopted: March 2, 1998 Released: March 2, 1998 By the Chief, Mass Media Bureau: 1. The Commission, by the Chief, Mass Media Bureau, acting pursuant to delegated authority, has before it for consideration unopposed applications seeking consent to transfer control of LIN Television Corporation (LIN), licensee of the above-captioned television licenses, from A T & T Corporation to LIN Holdings Corporation. LIN Holdings Corporation, is an entity ultimately controlled by Thomas O. Hicks (Hicks). Because Hicks will ultimately control LIN and its licensee subsidiaries, for purposes herein, we will refer to the transferee as Hicks. 2. LIN, through its subsidiaries, controls the licenses of the following television stations: KXAS-TV, Channel 5 (NBC), Fort Worth, Texas; KXAN-TV, Channel 36 (NBC), Austin, Texas; KXAM-TV, Channel 14 (NBC), Llano, Texas; WISH-TV, Channel 8 (CBS), Indianapolis, Indiana; WTNH-TV, Channel 8 (ABC), New Haven, Connecticut; WIVB-TV, Channel 4 (CBS), Buffalo, New York; WAND(TV), Channel 17, (ABC), Decatur, Illinois; and WANE-TV, Channel 15 (CBS), Fort Wayne, Indiana. In addition, LIN has existing local marketing agreements with KXTX-TV, Channel 39, Dallas, Texas and WBNE-TV, Channel 59, New Haven, Connecticut. Hicks, through various subsidiaries, controls numerous radio stations and three television stations, including WROC-TV, Channel 8 (CBS), Rochester, New York. 3. After the instant transfer of control, Hicks' ownership of certain broadcast interests would conflict with various provisions of the Commission's multiple ownership rules. Specifically, the Grade B contours of LIN's WIVB-TV, Buffalo, New York and Hicks' WROC-TV, Rochester, New York, overlap, thus violating the television duopoly rule, 47 C.F.R. Section 73.3555(b), which proscribes common ownership of stations whose Grade B contours overlap. Accordingly, Hicks has requested a temporary six-month waiver of that rule in order to file an application to divest one of the conflicting stations. In addition, the merger would create two television-radio ownership combinations inconsistent with the Commission's one-to-a-market rule, 47 C.F.R. Section 73.3555(c), in the Dallas-Fort Worth market and the Hartford-New Haven and New York markets. Hicks has requested therefore conditional waivers of the one-to-a-market rule subject to the outcome of the Commission's pending television ownership rule making proceeding. Second Further Notice of Proposed Rule Making, in MM Docket Nos. 91-221 and 87-8, 11 FCC Rcd 21655 (1996) (Second Further Notice). Finally, LIN operates station KXAM- TV, Llano, Texas as a satellite of station KXAM-TV, Austin, Texas and Hicks requests Commission approval to continue this satellite operation. DUOPOLY WAIVER 4. We shall first address Hicks' request for waiver of the Commission's television duopoly rule. Hicks has requested a temporary six-month waiver period from the time of consummation of the instant transaction in which to file an application to divest one of the stations involved in the duopoly. As detailed below, Hicks contends that grant of the requested waiver would be consistent with prior temporary duopoly waivers that the Commission has found to be in the public interest. Waiver Request 5. As demonstrated in Hicks' engineering showing, the predicted Grade B overlap of UHF stations WIVB-TV, Channel 4 (CBS), and WROC-TV, Channel 8 (CBS), encompasses 10,146 square kilometers and 937,409 persons. This represents 27% of the area and 38% of the population within the Grade B contour of WIVB-TV, and 47% of the area and 78% of the population within the WROC-TV Grade B contour. Hicks contends that these percentages fall "well within" the range of contour overlaps that the Commission has temporarily permitted in the past. The stations' Grade A contours also overlap, constituting 2.7% of the area and .87% of the population within the WIVB-TV Grade A contour, and 3.5% of the area and 1.2% of the population within the WROC-TV Grade A contour. Hicks contends, however, that the Commission has granted temporary waivers in cases involving far more extensive Grade A overlap than is present here. 6. Hicks also notes that the stations serve separate and distinct markets, located 70 miles apart. Station WIVB-TV is licensed to Buffalo, which is the 39th ranked DMA, while WROC- TV is licensed to Rochester, the 74th ranked DMA. According to the general manager at each station, WIVB-TV and WROC-TV are not direct competitors with respect to advertising sales, and Hicks pledges that during the temporary waiver period the stations will continue to operate with separate sales, programming and news staffs. 7. Hicks asserts that, even with the common ownership of WROC-TV and WIVB-TV, "a diversity of other media outlets providing numerous viewpoints" will serve the overlap area, as well as the DMAs of the stations. Hicks notes that when approving a different Buffalo- Rochester television duopoly, the Commission found that the ten additional television signals received by viewers in all or part of the overlap area assured a diversity of voices within the area. Here, in addition to WROC-TV and WIVB-TV, 12 other television stations, including nine commercial and three non-commercial stations, serve all or part of the Grade B overlap area. Some portions of the overlap receive as many as seven commercial television stations, while 99.2% of the area receives service from at least four commercial stations and all of the overlap area receives service from at least two commercial stations other than WIVB-TV and WROC-TV. The overlap area also receives radio service from 27 commercial AM radio stations and 32 FM stations. Further, in the Buffalo DMA, nine other television stations in addition to WIVB-TV as well as 27 AM stations and 49 FM stations serve the market, which also has a cable penetration of 73%. In addition to WROC-TV, four other television stations, 34 FM radio stations and 14 AM radio stations serve the Rochester DMA, which also has a cable penetration of 73%. 8. Finally, with regard to the public interest benefits of the proposed transaction, Hicks pledges to broadcast a quarterly one-hour prime-time public affairs program on WROC-TV, and an additional weekly half-hour public affairs program on WIVB-TV. Hicks notes that in the past, "the Commission has found programming commitments to be a factor weighing in favor of grant of a duopoly waiver." See, e.g., Paramount Stations Group of Philadelphia, Inc., 10 FCC Rcd 10963, 10966 (1995); Station Partners, 10 FCC Rcd 12383, 12387 (1995). Waiver Standard 9. In adopting the duopoly rule's fixed standard of prohibiting overlap of Grade B service contours, the Commission also acknowledged the need for "flexibility" in that rule's application, noting that waivers should be granted where rigid conformance to the rule would be "inappropriate." Multiple Ownership of Standard, FM and Television Broadcast Stations (Multiple Ownership), 45 FCC 2d 1476, 1479 n.12, recon. granted in part, 3 RR 2d 1554 (1964). To that end, the Commission has developed a set of factors to be considered when evaluating an applicant's request for waiver of the duopoly rule, including the extent of the overlap, the number of media voices available in the overlap area, the distinctness of the respective markets, the independence of the stations' operations, and the concentration of economic power resulting from the combination. See Iowa State University Broadcasting Corporation, 9 FCC Rcd 481, 487-88 (1993), aff'd sub nom. Iowans for WOI-TV, Inc. v. FCC, 50 F.3d 1096 (D.C. Cir. 1995); H&C Communications, Inc., 9 FCC Rcd 144, 146 (1993). After weighing the factors, the Commission considers any public interest benefits proposed by the applicant to determine whether, in light of the overlap, the benefits outweigh any detriment which may occur from grant of the waiver. See, e.g., Iowa State University, 9 FCC Rcd at 487- 88. The Commission has found the size of the proposed overlap to be of "more critical concern" in cases involving requests for a permanent waiver of the multiple ownership rules. With regard to a temporary waiver request, such as here, the Commission is not constrained from granting a temporary waiver where circumstances "will not significantly frustrate the policies underlying the multiple ownership rules." Telemundo Group, Inc., Debtor in Possession, 10 FCC Rcd 1104, 1106 (1994)(quoting Family Television Corp., 59 RR 2d 1344, 1348 (1986)). As with any waiver, it will only be granted if the Commission concludes that the waiver is in the public interest. 10. Currently, the Commission is reexamining its broadcast television ownership policies, including the duopoly rule. In January 1995, the Commission proposed a new analytical framework within which to evaluate its broadcast television ownership rules. See Review of the Commission's Regulations Governing Television Broadcasting, Further Notice of Proposed Rule Making, 10 FCC Rcd 3524 (1995) (Television Ownership Further Notice). Subsequent to the release of that Television Ownership Further Notice, Congress directed the Commission to conduct a rulemaking proceeding to determine whether to retain, modify or eliminate existing limitations on the number of television stations that an entity may control within the same television market. See Section 202(c) of the Telecommunications Act of 1996, Pub. L. No. 104- 104, 110 Stat. 56 (Feb. 8, 1996) (Telecomm Act). In response to this Congressional directive in the Telecomm Act and to update the record, the Commission released the Second Further Notice in its pending television ownership rulemaking proceeding. In that Second Further Notice, the Commission tentatively concluded to authorize common ownership of television stations that are in separate DMAs and whose Grade A contours do not overlap, conditioned on coming into compliance with the outcome of the proceeding within six months of its conclusion. Second Further Notice at 57. The Commission also stated that in the interim it would be disinclined to grant waiver requests not consistent with this proposed standard, absent extraordinary circumstances. Id. at 58. The applicants' waiver request is not consistent with the Commission's interim policy and we must, therefore, determine whether the requisite extraordinary circumstances exist that would warrant grant of the request. Discussion 11. We have reviewed the record presented and conclude that grant of a temporary waiver is warranted. Since the release of the Second Further Notice, the Commission has approved waiver of the duopoly rule in only three cases that did not meet its interim waiver policy, each of them multiple-station transactions. See, e.g., Argyle Television, Inc.. 12 FCC Rcd 10737 (1997); AFLAC Broadcasting Group, Inc., 12 FCC Rcd 3907 (1997); and Providence Journal Co., 12 FCC Rcd 2883 (1997). As the Commission stated in support of granting these temporary waiver requests, "in situations such as multiple-station transaction[s] . . . we believe facilitating such a transaction by temporary waiver of our multiple ownership rules will 'promote commerce, encourage investment in the broadcast industry, and allow for the free transferability of broadcast licenses.'" Brissette Broadcasting Corp., 11 FCC Rcd 6319, 6325 (1996)(quoting Stockholders of CBS Inc., 11 FCC Rcd at 3744). Similarly, we believe the multiple station transaction before us, which like Argyle Television, Inc., involves nine full-service television stations, weighs heavily in favor of a temporary waiver, despite the fact that the proposal is inconsistent with the Commission's interim waiver policy. We note that in both AFLAC Broadcasting Group, Inc. and The Providence Journal Company, Inc., the Commission granted duopoly waivers to allow common ownership of two stations in the same DMA with substantial Grade A overlap, in order to facilitate multiple-station mergers. The multiple-station transaction before us involves two stations in separate DMAs with a only a minimal amount of Grade A overlap, thus well within the parameters of previous temporary duopoly waivers granted by the Commission. 12. We recognize that the degree of Grade B contour overlap involved in this duopoly is substantial. However, our concerns regarding diversity are mitigated by the stations' location in separate DMAs and by the multiple competing media outlets in the overlap area. There are 12 other television stations that provide Grade B service to the overlap area. Indeed, 99.2% of the area receives Grade B service from a minimum of four other television stations and all of the overlap receives at least two Grade B signals other than WROC-TV and WIVB-TV. The Buffalo market is served by nine other full-service television stations and 76 radio stations and has a cable penetration rate of 73%. Likewise, the Rochester market is served by four other full-service television stations and 48 radio stations and has a cable penetration rate of 73%. In view of the multiplicity of media outlets serving the respective markets and the overlap area and Hicks' pledge to continue separate operations of the stations, we do not believe that an undue concentration of the media would occur during this brief temporary period. Accordingly, we will grant Hicks a six-month temporary period in which to file an application to divest one of the stations involved in the duopoly. Any request to extend this temporary period should be filed at least 45 days prior to the end of the six-month period and would be closely scrutinized. ONE-TO-A-MARKET WAIVERS 13. The proposed transfer of control of LIN Television would create television-radio ownership combinations inconsistent with the Commission's one-to-a-market rule, 47 C.F.R. Section 73.3555(c). In the Dallas-Fort Worth market Hicks would control a television/one AM/three FM station combination, and have a television local marketing agreement (LMA). Hicks would also acquire a television LMA in the Hartford-New Haven market. Additionally, the Grade A contour of LIN's New Haven television station encompasses the community of license of three AM stations and three FM stations controlled by Hicks in the New York area, thereby creating another prohibited one-to-a-market television-radio ownership combination. Accordingly, Hicks has requested waiver of the one-to-a-market rule for each of these proposed radio-television combinations, to be conditioned upon the outcome of the television ownership rulemaking proceeding. Waiver Standard 14. The Commission has established various standards for waiver of its one-to-market rule, pursuant to 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.). The Commission presumptively favors waiver requests involving: (1) stations serving the top 25 markets where at least 30 separately owned, operated and controlled stations will remain following the proposed combination ("top 25 markets/30 voices" standard); or (2) "failed" stations, which are stations that have not been operating for a substantial period of time (four months or more) or are involved in bankruptcy proceedings. If a waiver request does not meet either of the two presumptive waiver standards, then the request must be evaluated under the Commission's more rigorous case-by-case standard. See 47 C.F.R.  73.3555 (c), Note 7. The case-by-case standard is also applied in one-to-a-market situations which, as here, involve the common ownership of a television station and more than one same- service radio station in the market. Accordingly, Hicks' waiver requests will be evaluated under the case-by-case standard. See Memorandum Opinion and Order in MM Docket No. 91-140, 7 FCC Rcd 6387, 6394 n. 40 (1992). 15. Under the case-by-case standard, the Commission makes a public interest determination based upon the following criteria: (1) the potential public service benefits of joint operation of the facilities, such as the 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. We note that not all five of the factors are necessarily relevant in each case. See Second Report and Order Recon., 4 FCC Rcd at 6491. Waiver Showing 16. Public Service Benefits of Joint Operations. Hicks estimates that the proposed common ownership of television and radio stations will result in cost savings in each of the affected markets. In the New Haven-New York area Hicks anticipates a cost savings of $194,000, attributable to shared programming services, agency commissions and production costs, sharing of engineering staff and equipment, and volume discounts. In the Dallas-Fort Worth market, Hicks anticipates annual cost savings of approximately $254,00 to $264,000, to be achieved through sharing of equipment, agency commissions, volume discounts and staff consolidations. Hicks maintains that these cost-savings and economic efficiencies will provide the opportunity for programming enhancements and certain other public interest benefits in each market. In that regard, Hicks pledges to use a portion of the cost savings to enhance news operations at KXAS- TV, Fort Worth and WTNH-TV, New Haven. Each of these television stations will make its news operation available to all Hicks radio stations in its market. Hicks believes this will enable Hicks radio stations to "provide comprehensive reporting of local, national and international news without incurring the expense of their own news staff and facilities." Moreover, the radio stations will have access to live coverage of local emergencies, audio feeds of news and weather bulletins, and state-of-the-art weather information. Such weather information is particularly important in the Dallas-Fort Worth market, notes Hicks, because tornadoes are a serious threat. Finally, KXAS-TV and WTNH-TV will produce news programming, including hourly five- minute audio news inserts for airing on Hicks radio stations between 10:00 a.m. and 12:00 midnight. Apart from the cost savings in the individual markets, Hicks states that an aggregate amount of $750,000 annually in administrative cost savings will also be realized. Hicks attributes this additional savings to cost reductions made possible by the elimination of costs currently incurred by LIN's publicly held status. 17. Hicks asserts that additional non-programming public service benefits will flow from the proposed television-radio common ownerships. For example, each year stations KXAS-TV and WTNH-TV sponsor and promote on the air several "major community events and charitable causes." In the Dallas area, KXAS-TV promotes such organizations as the United Way of Dallas, the Hispanic Women's Network, the Fort Worth Zoo and the NAACP. Likewise, in the Hartford/New Haven/New York area, WTNH-TV promotes such organizations as the Connecticut Food Bank, the American Cancer Society, Easter Seals, Habitat for Humanity and many others. Hicks has pledged to combine the participation and promotional efforts of these television stations with Hicks radio stations, in order to reach more people and involve more of the public in these causes. Also, with regard to equal employment opportunity efforts, Hicks states that its television and radio stations will regularly share the names of minority and women job applicants, so that they may be considered for positions in both arenas. A similar joint recruitment arrangement will be implemented concerning the stations' student intern programs. 18. Types of Facilities. With respect to the types of facilities, Hicks states that the stations comprising the proposed radio-television combinations could not dominate their respective markets from a technical standpoint. In Dallas-Fort Worth, VHF station KXAS-TV operates on Channel 5 with authorized power of 100 kW from an antenna 1686 feet above average terrain, and Class II AM station KSKY(AM) operates on 66 khz at 10 kW during the day and 660 watts during the night. Additionally, KHKS(FM) operates on 106.1 mhz from a 1585 foot antenna, KDGE(FM) operates on 94.5 mhz from a 1896 foot antenna, KZPS(FM) operates on 92.5 mhz from a 1590 foot antenna and all three stations are 100 kW Class C FM stations. In the Hartford-New Haven DMA, VHF station WTNH-TV operates on Channel 8, with authorized power of 166 kW from an antenna 1210 feet above average terrain. The Grade A contour of WTNH-TV encompasses the principal communities of six Hicks radio stations outside of the Hartford-New Haven television metro market. Those stations are: WINE(AM), Brookfield, CT, a Class I-B AM station operating on 940 khz at 1 kW during the day and .004 kW at night; WRKI(FM), Brookfield, CT, a 50 kW, Class B FM station operating on 95.1 mhz from a 500 foot antenna; WEFX(FM), Norwalk, CT, a 3 kW Class A FM station operating on 95.9 mhz from a 299 foot antenna; WNLK(AM), Norwalk, CT, a Class III AM station operating on 1350 khz at 1 kW during the day and 500 W at night; WAXB(FM), Patterson, NY, a 1.5 kW Class A FM station operating on 105.5 mhz from a 460 foot antenna; and WPUT(AM), Brewster, NY, a Class II AM station which operates on 1510 khz at 1 kW during the day. 19. In the Dallas-Fort Worth market, Hicks states that there are eight other VHF stations with comparable facilities licensed to the Dallas-Fort Worth market. As for radio stations within the Dallas-Fort Worth television metro market, Hicks claims that five stations have facilities comparable or superior to KSKY(AM) and 13 stations have facilities comparable to KZPS-FM, KHKS-FM, and KDGE-FM. According to Hicks, the Hartford-New Haven DMA and the New York television metro market, the markets involved in the WTNH-TV radio-television common ownership, are each host to other stations with comparable or superior facilities. Hicks claims that there are three other television stations licensed to the New Haven-Hartford DMA with superior facilities. Also, adds Hicks, there are 62 radio stations licensed to cities within the New York television metro market with technical facilities comparable or superior to the those of WAXB(FM), and 39 stations with facilities comparable or superior to those of WPUT(AM). Likewise, regarding Fairfield County, Connecticut radio stations WINE(AM), WRKI(AM), WEFX(FM) and WNLK(AM), Hicks contends that a large number of comparable and superior facilities exist within the New York television metro market. Thus, argues Hicks, even if the Commission finds the technical facilities of the stations to be significant, the proposed combinations do not present issues of market dominance inconsistent with the public interest. 20. Other Media Interests. Hicks owns no other media outlets in any of the relevant markets, but acknowledges that LIN has existing local marketing agreements with KXTX-TV, Channel 39, Dallas, Texas and WBNE-TV, Channel 59, New Haven, Connecticut. Nevertheless, Hicks asserts that the Commission has determined that "it will not accord significance" to any existing television LMAs when evaluating a one-to-a-market waiver request. S.E. Licensee G.P., 11 FCC Rcd 16727, 16732 (1996). 21. Economic Status. Hicks acknowledges that none of the stations involved in its waiver requests is in financial distress. However, citing Great American Television and Radio Co., 4 FCC Rcd 6347, 6349, Hicks asserts that this factor of the case-by-case analysis is not given "substantial weight" by the Commission when a strong public interest showing has been made. Hicks further notes that the Commission has granted many one-to-a-market waivers for station combinations that did not involve stations in financial distress. 22. Competition and Diversity in the Markets. Finally, Hicks contends that given the plethora of competing voices in all of the markets involved in its waiver requests, the proposed television- radio station combinations will not have a significant adverse effect on either diversity or competition in any of the affected markets. According to Hicks, after consummation of the proposed transaction, the Dallas-Fort Worth market, which is ranked 8th in the country, will be served, in the aggregate, by 54 independent voices, which includes 27 AM stations and 36 FM stations licensed to 39 separate owners within the Dallas-Fort Worth television metro market, and 19 television stations licensed to 17 separate owners within the Dallas-Fort Worth DMA. Also serving the market are 11 LPTV stations, 21 daily newspapers, six MDS and five MMDS operators, and 41 cable operators with a cable penetration of 52%. In the number one ranked New York market, where two of the six radio stations involved in the Hartford-New Haven/New York combination are located, Hicks states that an aggregate 84 independent voices serve the market, with 120 radio stations licensed to 68 separate owners in the New York television metro market, and 23 television stations licensed to 21 separate owners in the New York DMA. The New York market is also served by 18 LPTV stations, 37 daily newspapers, and 56 cable operators with a cable penetration of 69%. According to Hicks, the Hartford-New Haven market, which is ranked 27th in the country, includes 21 AM and 20 FM radio stations licensed to 25 separate owners within the Hartford and New Haven television metro markets and 11 television stations licensed to eight separate owners within the Hartford-New Haven DMA. This market is also served by 11 LPTV stations, 13 daily newspapers, and 24 cable operators with a cable penetration of 86%. Discussion 23. In evaluating a request for waiver of the one-to-a-market rule, the Commission's goal is "to permit the public to benefit from such efficiencies of operation as may be achieved through the use of common facilities and staff, consistent with the maintenance of diversity and vigorous competition within the market areas involved." Second Report and Order Recon., 4 FCC Rcd at 6491. We find that Hicks' showings in support of its requests for waiver of the one-to-a- market rule meet our case-by-case criteria and, therefore, we conclude that grant of conditional waivers would be consistent with the public interest and would not have an adverse effect on diversity and competition in the subject markets. 24. With regard to the public service benefits of one-to-a-market combinations, the Commission will consider "public service benefits such as economies of scale, cost savings, and programming and service benefits." Here, Hicks has demonstrated that it will realize cost savings of $194,000 in the New Haven-New York area and approximately $254,000 to $264,000 in the Dallas-Fort Worth market. We also note that an aggregate amount of $750,000 annually in administrative cost savings will result from Hicks' acquisition of LIN. These cost savings will provide the opportunity for enhanced programming and public service benefits in each market with Hicks enhancing its news operations at television stations KXAS-TV, Fort Worth and WTNH-TV, New Haven and making such news operations available to all of Hicks radio stations in the relevant markets. In addition to providing the radio stations with access to live coverage of local emergencies, audio feeds of news, and state-of-the-art weather information, KXAS-TV and WTNH-TV will also produce news programming for airing on Hicks radio stations. These types of enhanced news operations are the type of "significant efficiencies" the Commission anticipated from the joint ownership of radio and television stations in the same market. See Second Report and Order, 4 FCC Rcd at 1746. Further, these cost savings and economic efficiencies will also result in other public service benefits, through joint sponsorship and promotion by the television and radio stations in each market of major community events and charitable causes. 25. As to the types of facilities involved in a radio-television combination, the Commission will examine the potential impact on diversity and competition in the affected market. Although the facilities comprising the proposed radio-television combinations are not insubstantial, we agree with Hicks' assertion that the stations do not dominate their respective markets from a technical standpoint. Further, as we have noted elsewhere, "as the level of diversity and competition in a market increases, our concerns grounded in the technical strength of the combining facilities decrease." Louis C. DeArias, 11 FCC Rcd 3662, 3666 (1996). As discussed below, there are numerous competing stations in the markets affected by the combinations, representing many independent broadcast voices. 26. In the Dallas-Fort Worth market, the Hicks television stations are exposed to substantial competition from eight other VHF stations with comparable facilities. As for radio stations within the Dallas-Fort Worth television metro market, five stations have facilities comparable or superior to KSKY-AM and 13 stations have facilities comparable to Hicks' FM stations. The markets involved in the common ownership of WTNH-TV are each host to other stations with comparable or superior facilities. There are three other television stations (two UHF and one VHF) licensed to the New Haven-Hartford DMA with superior facilities. Turning to the radio stations involved in the waiver request, only Putnam County stations WAXB(FM) and WPUT(AM), are located within a television metro market (New York). There are 62 radio stations licensed to communities within the New York television metro market with technical facilities comparable or superior to the those of WAXB(FM), and 39 stations with facilities comparable or superior to those of WPUT(AM). Fairfield County radio stations WINE(AM), WRKI(AM), WEFX(FM) and WNLK(AM) are not located in any television metro market. In such a case, we count as market stations those radio stations that are licensed to communities in the counties where the radio stations at issue are licensed, or those stations that place a principal community contour over those counties. See James M. Ward, 10 FCC Rcd 8741, 8743 n.4 (1995); Triad Skywaves, Inc., 12 FCC Rcd 6102, 6107 (MMB 1997). Finally, regarding Connecticut radio stations WINE(AM), WRKI(AM), WEFX(FM) and WNLK(AM), our independent analysis indicates that for each station there are at least two, and for some stations as many as 11, comparable and superior facilities licensed to communities within Fairfield County. 27. Turning to other media interests, Hicks owns no other media outlets in any of the relevant markets, but acknowledges that it will acquire LIN's existing television LMAs with KXTX-TV, Channel 39, Dallas, Texas and WBNE-TV, Channel 59, New Haven, Connecticut. Under our current policy, television LMAs are not attributable to the brokering station, nor, taken alone, are they considered a "meaningful" relationship within the scope of our cross- interest policy. S.E. Licensee G.P., 11 FCC Rcd at 16732 (1996). Accordingly, we have not, and will not here, give significance to existing television LMAs when evaluating Hicks' one-to-a- market waiver requests. We caution, however, that our decision here in no way prejudges the issues in our ownership and attribution proceedings. Further Notice of Proposed Rulemaking, in MM Docket Nos. 94-150, 92-51,and 87-154, 11 FCC Rcd 19895, 19908-11 (1996); and Second Further Notice at 88. Should we establish final rules for attributing and grandfathering LMAs, we would also assess whether the class of transactions involving radio, television and LMA interests, such as those involved in this case, should be permitted to continue. Because this is a pending issue, we will condition the one-to-a-market waivers granted here on the ultimate result reached in the pending rulemaking proceedings in attribution and television ownership concerning the significance and the grandfathering of television LMAs. See New City Communications, Inc., 12 FCC Rcd 3929, 3939 (1997). Again, any request to extend the six- month period being afforded Hicks should be filed at least 45 days prior to the end of that period. 28. Hicks acknowledges that none of the stations involved in its waiver requests is in financial distress. Nevertheless, the Commission has 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., 4 FCC Rcd at 6349 (1989). In fact, a number of one-to-a-market waivers have been granted where there was no finding that any of the stations were in financial distress. See, e.g. S.E. Licensee at 16734 (1996); Stockholders of Infinity Broadcasting, 12 FCC Rcd 5012, 5052 (1996). 29. Finally, Hicks, which does not own any other media outlets in the relevant markets, has shown that the proposed television-radio station combinations will not create any undue concentration of ownership or control of the broadcast media in the affected markets. The Dallas-Fort Worth market, where KXAS-TV and KXTX-TV are located, will be served by 82 radio and television broadcast stations whose ownership represents 54 independent voices. Also serving the market are 11 LPTV stations, 21 daily newspapers, six MDS and five MMDS operators, and 41 cable operators with a cable penetration of 52%. The Hartford-New Haven market, where WTNH-TV and WBNE-TV are located, will be served by 52 radio and television broadcast stations whose ownership represents 31 independent voices. Turning to the New York market, where two of the six radio stations involved in the Hartford-New Haven combination are located, there are 143 radio and television broadcast stations whose ownership represents 84 independent voices. Our independent analysis indicates that there will be 16 radio stations licensed to 8 separate owners that are licensed to communities in Fairfield County, Connecticut, where four of the radio stations are located. See James M. Ward, 10 FCC Rcd at 8743 n.4 (1995); Triad Skywaves, Inc., 12 FCC Rcd at 6107 (MMB 1997). A wide variety of other media also serve these markets. The Hartford-New Haven market is served by 11 LPTV stations, 13 daily newspapers, and 24 cable operators with a cable penetration 86%. The New York market is served by 18 LPTV stations, 37 daily newspapers, and 56 cable operators with a cable penetration of 69%. 30. With respect to economic concentration and competition, our independent analysis indicates that the four radio stations that are the subject of the Dallas-Fort Worth waiver request garner 2.5% of the local radio advertising revenues, and television stations KXAS-TV and KXTX-TV garner 23.7% of local television advertising revenues. These stations garner a combined television and radio advertising share of 16.9%. We find these estimates to be consistent with other previously approved one-to-a-market waiver requests. See S.E. Licensee, G.P. , 11 FCC Rcd 16727, 16734 (1996) (24.2% combined television and radio advertising shares); Houston H. Harte, et al., DA 97-1913 (released September 5, 1997) (14.32% combined television and radio advertising shares). With respect to the Hartford-New Haven waiver request, no combined radio and television advertising revenues are available. This particular situation is similar to that in Stockholders of Infinity Broadcasting Corporation, 12 FCC Rcd at 5053, n 33. There the one-to-a-market request involved a television station and a radio station in separate DMAs and separate television metro markets. At that time, the Commission stated that no combined radio and television advertising revenues were available because it was unable to determine the portion of the television station's revenues attributable to the radio station's market. Similarly, because the radio stations that fall within the Grade A contour of WTNH are in a different market, we cannot determine the combined radio-television advertising revenues. We do note, however, that the stations are located in the New York area, the largest market in the country which enjoys robust competition. 31. Based on the record before us, we conclude that the conditional one-to-a-market waivers requested by Hicks are warranted and will, on balance, serve the public interest. Grant of the requested waivers will result in significant cost savings, promote economic efficiencies and generate programming and public interest benefits in the affected markets. Furthermore, the markets involved in these waiver requests will continue to be both diverse and highly competitive. CONTINUED SATELLITE AUTHORITY 32. Hicks also seeks authority to continue operating station KXAM-TV, Channel 14 (NBC), Llano, Texas as a satellite of KXAN-TV, Channel 36 (NBC), Austin, Texas after the proposed transfer of control. The Commission requires all applicants seeking to transfer existing satellite stations and to continue those stations' satellite operation to demonstrate that the stations meet our satellite policy at the time of transfer of control. See Television Satellite Stations, 6 FCC Rcd 4212, 4215 (1991), on reconsideration Second Further Notice of Proposed Rulemaking in MM Docket No. 87-8, 6 FCC Rcd 5010 (1991), on further reconsideration Review of the Commission's Regulations Governing Television Broadcasting, 10 FCC Rcd 3524 (1995). Pursuant to the Commission's satellite policy, an applicant is entitled to a presumption that its proposed satellite operation is in the public interest if it meets three criteria: (1) no City Grade contour overlap exists between the parent and the satellite; (2) the proposed satellite would provide service to an underserved area; and (3) no alternative operator is ready and able either to construct or to purchase and operate the satellite as a full-service station. Id. at 4212. If an applicant cannot qualify for the presumption, we will evaluate the proposal on an ad hoc basis to determine whether other compelling circumstances warrant grant of the application. Id. at 4214. The satellite operation here fails to meet one of the three presumptive criteria. Nevertheless, as detailed below, we find compelling circumstances exist that warrant continued satellite authority. 33. The satellite proposal does not meet the first criteria of the presumption because the stations' City Grade contours overlap. The City Grade overlap encompasses 1,409 square kilometers and a population of 12,291. This represents 13.3% of the area and 1.5% of the population within the KXAN-TV City Grade contour and 18.5% of the area and 32% of the population within the KXAM-TV City Grade contour. 34. With respect to the second criterion, Hicks has demonstrated that the area where satellite station KXAM-TV is located is underserved by applying the Commission's "transmission" test. That test defines as "underserved" an area with two or fewer full-service stations already licensed to the community. As in its previous satellite authorizations, station KXAM-TV remains the only television station licensed to Llano, Texas. Moreover, KXAM-TV continues to provide the only Grade B television service for a significant portion of Llano County and several of its neighboring counties. 35. As to the third criterion to qualify for the presumption, an applicant must demonstrate that no alternative operator is ready and able to construct or to purchase and operate the proposed satellite as a full-service stand-alone station. Hicks has submitted a letter from Blackburn & Company, Inc. (Blackburn), a media brokerage firm, which states that firm's opinion on the current viability of a sale of station KXAM-TV. According to Blackburn, no alternative operator would be interested in operating KXAM-TV as a stand-alone station. Specifically, Blackburn believes the market area for KXAM-TV is "far too small and too sparsely populated to support a full-service television operation." Blackburn notes that Llano, the city of license of KXAM-TV, has a population of less than 5,000 people. Further, the entire county of Llano, which represents the largest percentage of the station's coverage area, has a population of less than 15,000. Blackburn points out that the Grade B signal of KXAM-TV fails to reach Austin, the city of license of KXAN-TV, while its "fringe signal" covers just one-fourth of the market area covered by the five Austin television stations. Blackburn goes on to state that even if a prospective purchaser wanted to establish a sixth Austin station covering only a portion of the Austin market, KXAM-TV would not be the most attractive choice because an allotment remains available on Channel 52, Blanco, Texas. Since Blanco is 30 miles from Austin, reasons Blackburn, an antenna and transmitter located midway between the two cities would provide coverage better than that of KXAM-TV, whose community of license is 60 miles from Austin. Based on these conditions, Blackburn states that it would have "little or no interest" in listing KXAM-TV for sale as a stand-alone station. 36. Hicks also notes that even the pending conversion from analog to digital television does not alter the conclusion that no market exists for KXAM-TV as a stand-alone station. Prior to the closing date for vacant analog allotments, the Commission received hundreds of applications, but none for the one remaining allotment for a channel within the Austin DMA, nor for any of the available counties adjacent to Llano county. Thus, based on all of the information provided, we believe that Hicks has adequately demonstrated the unlikelihood of finding an alternative buyer ready and able to operate station KXAM-TV on a stand-alone basis. See P.P.D. & G, Inc., 8 FCC Rcd 8229 (1993). 37. Although the KXAM-TV/KXAN-TV satellite proposal fails to meet the first criteria of the presumptive standard, we believe "other compelling circumstances" warrant continued satellite status of station KXAM-TV. As we have stated in the past regarding satellite proposals that fall outside of our presumption, "the degree of departure from the presumptive criteria will also influence our decision." Television Satellite Stations, 6 FCC Rcd at 4214. We believe that the "departure" from the presumptive criteria in this case is not so substantial as to outbalance the competing considerations favoring grant. Significantly, Station KXAM-TV is the only station licensed to Llano, Texas and is the only Grade B service to significant portions of Llana and other neighboring counties. We also find persuasive Blackburn's opinion that given the small sparsely populated market area of KXAM-TV, no alternative operator would be interested in operating the station on a stand-alone basis. Accordingly, we find such compelling circumstances warrant continued satellite status and we conclude that the continued operation of KXAM-TV as a satellite of KXAN-TV would be in the public interest. CONCLUSION 38. Having found the applicants qualified in all respects, we conclude that grant of the applications to transfer control of LIN Television Corporation from A T & T Corporation to LIN Holdings Corporation will serve the public interest. 39. Accordingly, IT IS ORDERED, That the request for temporary waiver of the duopoly rule, Section 73.3555(b) of the Commissions Rules, to permit common ownership of stations WROC-TV, Rochester, New York and WIVB-TV, Buffalo, New York IS GRANTED, subject to the condition that, within six months from the consummation of this transaction, Hicks files an application with the Commission to bring it into full compliance with Section 73.3555(b) of the Commission's Rules. 40. IT IS FURTHER ORDERED, That the requests for conditional waiver of the Commission's one-to-a-market rule, Section 73.3555(c), to permit common ownership of the following stations in the following markets: KXAS-TV, KSKY(AM), KZPS(FM), KDGE(FM), KHKS(FM), Dallas-Fort Worth; WTNH-TV, Hartford-New Haven; WINE(AM), WRKI(FM), WEFX(FM), WNLK(FM), WAXB(FM) and WPUT(AM), New York, ARE GRANTED, subject to the outcome of the Commission's pending television ownership rulemaking (Second Further Notice of Proposed Rulemaking, in MM Docket Nos. 91-221 and 87-8), and the pending broadcast attribution rulemaking (Further Notice of Proposed Rule Making, in MM Docket Nos. 94-150, 92-51 & 87-154). Should divestiture be required as a result of those proceedings, the licensees are directed to file, within six months from the release of the final orders, an application for Commission consent to dispose of such station(s) as would be necessary for them to come into compliance with the rules as provided in the final orders. 41. IT IS FURTHER ORDERED, That the request for continued operation of KXAM-TV, Llano, Texas as a satellite of KXAN-TV, Austin, Texas, pursuant to the satellite exception to Section 73.3555 of the Commission's Rules, IS GRANTED. 42. IT IS FURTHER ORDERED, That the applications for consent to transfer control of LIN Television Corporation from A T & T Corporation to LIN Holdings Corporation, File Nos. BTCCT-970910YA-YI, BTCTT-970910YJ, BTCTVL-970910YK and BTCTTL-970910YL-YZ, ARE GRANTED. FEDERAL COMMUNICATIONS COMMISSION Roy J. Stewart Chief, Mass Media Bureau