WPC/ 2BJZ Courier3|j'Kx6X@`7X@HP LaserJet 4M (PCL) (Add) RM 702HL4MPCAD.PRSx  @\ ׄX@266 ZFKK3|j'HP LaserJet 4M (PCL) (Add) RM 702HL4MPCAD.PRSXj\  P6G;\ ׄXP"i~'^:DPddDDDdp4D48dddddddddd88pppX|pDL|pp||D8D\dDXdXdXDdd88d8ddddDL8ddddX`(`lD4l\DDD4DDDDDDDDd8XXXXXX|X|X|X|XD8D8D8D8ddddddddddXdbdddpdXXXXXlX~|X|X|X|XdddldldD8DdDDDdplld|8|P|D|D|8dvddddDDDpLpLpLpl|T|8|\ddddddl|X|X|Xd|DdpL|Dd~4ddC$CWxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxNHxxH\dDXddddd8@d<@d<DDXXdDDxddzHxxHvppDXd<"dxtldpxxd"i~'^09CSS999S]+9+/SSSSSSSSSS//]]]Ixnnxg]xx9?xgxx]xn]gxxxxg9/9MS9ISISI9SS//S/SSSS9?/SSxSSIP!PZ9+ZM999+99999999S/xIxIxIxIxIlnIgIgIgIgI9/9/9/9/xSxSxSxSxSxSxSxSxSxSxIxSxRxSxSxS]SxIxIxInInInZnIxigIgIgIgIxSxSxSxZxSxZxS9/9S999Su]ZZxSg/gCg9g9g/xSbxSxSxSxSxn9n9n9]?]?]?]ZgFg/gMxSxSxSxSxSxSxxZgIgIgIxSg9xS]?g9xSi+SS88WuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN/>/>/>/x]SSSSx]x]x]x]xSxSx]SSxSxSf]xSxSxSxIxIxWxIx{nInInInISSSWS]a?/?]?9?]]WW]n/nKn9nCn/x]xx]x]SSxxIxIxI]?]?]?]WnUn9nax]x]x]x]x]x]xxWnInInIx]n9x]]?n9xSz+SS8-8WuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN8HH"&H>XHH8HB8>HH^HH>"".2",2,2,"222N2222"&22H22,006"6."""""""""""2H,H,H,H,H,XAB,>,>,>,>,""""H2H2H2H2H2H2H2H2H2H2H,H2H1H2H2H282H,H,H,B,B,B6B,H?>,>,>,>,H2H2H2H6H2H6H2""2"""2F866H2>>(>">">H2;H2H2H2H2XHB"B"B"8&8&8&86>*>>.H2H2H2H2H2H2^HH6>,>,>,H2>"H28&>"H2?22!!WFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN$<<$.2",2222`2 LL2 LL2L"",,2d""Washington, D.C. 20554 ă  XA-In re Applications ofD#Xj\  P6G;9XP# ) D ) COMBINED COMMUNICATIONSD ) CORPORATION OF OKLAHOMA, INC.D ) (Assignor)D ) D ) andD ) D ) WZZM ARGYLE TELEVISION, INC.D ) (Assignee)D ) D ) For Consent to the Assignment ofD )  X--License of Station KOCOTV,D )ppFile No. BALCT961125IB Oklahoma City, OklahomaD ) ` `  hhCq )  X-and` `  hhCq )  X- ` `  hhCq )pp  )xxX   X-WGRZ ARGYLE TELEVISION, INC.q )  X-(Assignor)` `  hhCq ) ` `  hhCq )  Xu-and` `  hhCq ) ` `  hhCq ) MULTIMEDIA ENTERTAINMENT, INC. )  X0-(Assignee)` `  hhCq ) ` `  hhCq )  X-For Consent to the Assignment ofhhCq )  X-License of Station WGRZTV,hhCq )ppFile No. BALCT961125IC  X-Buffalo, New York hhCq ) ` `  hhCq )  X-and` `  hhCq ) ` `  hhCq ) MULTIMEDIA ENTERTAINMENT, INC. )  Xa -(Assignor)` `  hhCq ) ` `  hhCq )  X3"-and` `  hhCq ) ` `  hhCq )  X$-WZZM ARGYLE TELEVISION, INC.q )  X$-(Assignee)` `  hhCq ) ` `  hhCq )  X&-For Consent to the Assignment ofhhCq )  X'-License of Station WLWT(TV),hhCq )ppFile No. BALCT961125ID  X(-Cincinnati, Ohio hhCq )"(,))ZZB'"Ԍ X-and` `  hhCq ) ` `  hhCq )  X-WZZM ARGYLE TELEVISION, INC.q )  X-(Assignor)` `  hhCq ) ` `  hhCq )  X-and` `  hhCq ) ` `  hhCq )  X_-COMBINED COMMUNICATIONSq )  XH-CORPORATION OF OKLAHOMA, INC.q )  X1-(Assignee)` `  hhCq ) ` `  hhCq )  X -For Consent to the Assignment ofhhCq )pp  )xxX   X -License of Station WZZMTV,hhCq )ppFile No. BALCT961125IE  X -Grand Rapids, MichiganhhCq ) ` `  hhCq  X-  MEMORANDUM OPINION AND ORDER \  Xb-X` hp x (#%'0*,.8135@8:WLWT(TV), Cincinnati is to be assigned to Argyle subsidiary WZZM Argyle; in addition,  d(#Argyle station WZZMTV, Grand Rapids is to be assigned to Gannett subsidiary Combined, and" ,-(-(ZZ>"  X- d(#Gannett station KOCOTV, Oklahoma City is to be assigned to WZZM Argyle.e yOy- d(#ԍ Prior to the assignment of the licenses of Argyle stations WGRZTV and WZZMTV to the Gannett  d(#<subsidiaries Multimedia and Combined, the licenses and assets of both stations will be transferred to a thirdparty  d(#wintermediary, which will then complete the assignment of the licenses and other assets to Multimedia and Combined.  d(#Similarly, the licenses and assets of WLWT(TV) and KOCOTV held by Multimedia and Combined will, at the  d(#closing, be transferred to a third party who will then complete the assignments to Argyle subsidiary WZZM Argyle.  d(#kIn amendments filed January 10, 1997 and January 13, 1997, the applicants certified that the thirdparty  d(#intermediaries will hold the licenses and assets of the stations only long enough to complete the assignments at the  d(#[closing (and in no event longer than ten minutes) and will not be in operational control of the stations. The  d(#Commission has previously approved such "essentially instantaneous" passthroughs of licenses from the seller to  {O - d(#the buyer through a thirdparty intermediary where the intermediary never actually exercises control. John H.  {OK -Phipps, Inc., FCC 96395 at  89 (released Sept. 27, 1996).  The filing of  d(#xthese assignment applications satisfies the conditions imposed by the Commission, in connection  d(#with the previous transfer of control of Multimedia, Inc. to Gannett, to arrange for divestiture of  X- d(#certain media properties in Cincinnati and Oklahoma City before December 4, 1996. See  X-Multimedia, Inc., 11 FCC Rcd 4883 (1995).  v 2. Currently, Gannett indirectly controls the licensees of 15 television stations and 11  Xc- d(#radio stations, and publishes 92 daily newspapers, including the Niagara Gazette, a daily  d(#newspaper published in Niagara Falls, New York. Because the entire city of Niagara Falls lies  d(#within the predicted Grade A contour of WGRZTV, Buffalo, which Multimedia, a Gannett  d(#ysubsidiary, seeks to acquire from Argyle, Multimedia requests a temporary sixmonth waiver of  d(#the newspaper crossownership rule, 47 C.F.R.  73.3555(d), to permit common ownership of the  X -Niagara Gazette and WGRZTV pending Gannett's disposition of the newspaper. , e yO- d(#ԍ In its application, Multimedia originally requested a 12month waiver of the daily newspaper crossownership  d(#-rule, but the application was amended on January 3, 1997, to request a sixmonth waiver. Commission staff has  d(#Ydelegated authority to act on applications that seek a temporary waiver of the newspaper/broadcast crossownership  {O'- d(#rule for periods not to exceed six months, and that are clearly consistent with Commission precedent. WHOATV,  {O-Inc., FCC 96458 at  19 (released Dec. 10, 1996).   X < v -3.  Newspaper CrossOwnership Waiver Request. Multimedia contends that grant of the  d(#requested waiver would be fully consistent with past Commission precedent and would advance  d(#the public interest. As an initial matter, Multimedia points out that the city of Niagara Falls is  d(#located in Niagara County, approximately ten miles from Buffalo, WGRZTV's city of license,  d(#in Erie County, and is only marginally within the station's predicted Grade A contour. The  XT- d(#zNiagara Gazette has a circulation of 25,625 on weekdays and 26,768 on Sundays in Niagara County, and a circulation of only 613 on weekdays and 665 on Sundays in Erie County.  v 4. Multimedia also asserts that numerous media voices are available to residents of  d(#Niagara Falls, including 23 radio stations and five commercial and two noncommercial television  d(#Mstations. Cable penetration in the Buffalo Designated Market Area (DMA), which includes  X- d(#lNiagara Falls, is high (72%). Although the Niagara Gazette is the only daily newspaper  X- d(#published in Niagara Falls, The Buffalo News has a circulation in Niagara County of 21,771 on",-(-(ZZ%"  d(#<weekdays and 37,712 on Sundays a circulation substantially equivalent to the circulation of the  X- d(#Niagara Gazette in the county.^e {Ob- d(#hԍ In Erie, its home county, The Buffalo News has a circulation of 238,622 on weekdays and 284,810 on Sundays,  {O,- d(#yfar exceeding the Niagara Gazette's daily circulation of 613 in Erie County. Niagara County is also served by  {O-another newspaper, the UnionSun & Journal, which is published in Lockport, the county seat.  Multimedia contends that the availability of these other media  d(#voices in Niagara Falls and Niagara County removes any concern about undue economic  X- d(#concentration resulting from Gannett's temporary, common ownership of the Niagara Gazette and WGRZTV.  v 5. In addition, Multimedia explains that the newspaper and broadcast divisions of Gannett  d(#are operated separately, with local editorial autonomy. Each outlet has its own local  d(#management, sales and editorial/programming staff. Under these circumstances, Multimedia  X5- d(#=argues that temporary common ownership of the Niagara Gazette and WGRZTV would have no actual impact on diversity in the Niagara Falls market.  v @6. Multimedia further states that grant of the requested waiver will permit Gannett to  X - d(# divest the Niagara Gazette in an orderly fashion. The waiver will allow Gannett to avoid a  d(#<distress sale and have the opportunity to market the newspaper to a diverse range of prospective  X -buyers, thereby benefitting the public to be served by the new owners of the newspaper.  X< v M7.  Discussion.  The Commission's multiple ownership rules prohibit the grant of a license  d(#for a television station to any party if such party owns a daily newspaper and the grant of the  d(#.license will result in the Grade A contour of the station encompassing the entire community in  X=- d(#which such newspaper is published. 47 C.F.R.  73.3555(d)(3); Multiple Ownership of Standard,  X(- d(#FM, and Television Broadcast Stations, Second Report and Order, 50 FCC 2d 1046 (1975)  X- d(#(Second Report and Order), recon., 53 FCC 2d 589 (1975), aff'd sub nom. FCC v. National  X- d(#yCitizens Comm. for Broadcasting, 436 U.S. 775 (1978). Because the predicted Grade A contour  X- d(#of WGRZTV, Buffalo entirely encompasses Niagara Falls, the community in which the Niagara  X- d(#Gazette is published, a waiver of the daily newspaper/broadcast crossownership rule is necessary to allow Gannett to own these colocated media.  X- v @8. In the Order adopting the daily newspaper crossownership rule, the Commission  d(#specified four instances in which it would consider permanent and temporary waivers of the  d(#crossownership rule: (1) where there is an inability to dispose of an interest in order to conform  d(#to the rules; (2) where the only sale possible is at an artificially depressed price; (3) where  d(#zseparate ownership and operation of the newspaper and station cannot be supported in the  d(#locality; and (4) where, for whatever reason, the purposes of the rule would be disserved by  X - d(#divestiture. Second Report and Order, 50 FCC 2d at 1085. Under the fourth or "catchall"  d(#/waiver category, the Commission stated that it would examine any "special circumstances"  X - d(#.advanced by the party as having a bearing on the appropriateness of granting a waiver. Id. at" ,-(-(ZZ"  X- d(#j1085 n. 47.Ze yOy- d(#<ԍ Although the Commission established these grounds for waiver in the context of the crossownership rule's  d(#divestiture requirement, they were later deemed equally applicable to new newspaper/broadcast ownership patterns,  {O -such as the combination at issue here. See Capital Cities/ABC, Inc., 11 FCC Rcd 5841, 5887 n. 52 (1996).  We examine Multimedia's temporary waiver request under the fourth or "catchall" category.  v 9. Based on Multimedia's representations set forth above, we find that grant of the  d(#\requested sixmonth temporary waiver of Section 73.3555(d)(3) is consistent with the public  X- d(#interest and Commission precedent. See, e.g., WHOATV, Inc., FCC 96458 (released Dec. 10,  Xx- d(#1996); Twentieth Holdings Corporation, 1 FCC Rcd 1201 (1986). In light of the limited duration  d(#of the waiver period and the "special circumstances" identified by Multimedia, we conclude that  d(#any adverse impact on diversity and economic competition in the Niagara Falls area from the  X5- d(#proposed common ownership of the Niagara Gazette and WGRZTV would be minor and is  d(#Noutweighed by competing public interest benefits, including the facilitation of Gannett's  X - d(#divestiture of media properties in the Cincinnati and Oklahoma City markets. See supra  1. As  X - d(#=discussed above, the Niagara Gazette and WGRZTV are located in different cities, which are  d(#part of the Buffalo DMA, the 39th largest in the United States. In addition, Niagara Falls and  d(#Lthe surrounding area are served by numerous broadcast stations, cable television and another  X - d(#competing newspaper. Furthermore, the Niagara Gazette and WGRZTV will be operated  d(#independently, with separate management, sales and editorial/programming staff. Requiring an  X- d(#ximmediate sale of the Niagara Gazette could also adversely affect the value of the newspaper and  Xp- d(#>artificially limit the range of potential buyers. See Twentieth Holdings Corporation supra;  X[- d(#yStauffer Communications, Inc., 10 FCC Rcd 5165, 5166 (1995). Finally, we have approved other  d(#0temporary waivers of the newspaper/television crossownership rule in cases involving  X/- d(#jcomparablysized DMAs where the applicant has made similar showings. See, e.g., WHOATV,  X-Inc., FCC 96458 at  16, 18.  v M10. We have reviewed the abovecaptioned applications and find the applicants to be fully  d(#qualified. We also find that grant of the applications to assign the licenses of WGRZTV,  d(#WLWT(TV), WZZMTV and KOCOTV will serve the public interest, convenience and necessity.  v A11. Accordingly, IT IS ORDERED, That the applications to assign the licenses of  d(#{WGRZTV, WLWT(TV), WZZMTV and KOCOTV, BALCT961125IB through BALCT961125IE, ARE GRANTED.  X- v ` 12. IT IS FURTHER ORDERED, That the request for a temporary waiver of the  d(#>Commission's daily newspaper crossownership rule, Section 73.3555(d), to permit common  X- d(#ownership of WGRZTV, Buffalo and the Niagara Gazette newspaper IS GRANTED, subject to  d(#-the condition that within six months from the date of consummation of the assignment of WGRZ X!- d(#TV, Gannett Co., Inc. arranges for the disposition of the Niagara Gazette or takes such other  d(#action as necessary to bring it into full compliance with Section 73.3555(d)(3) of the"",-(-(ZZ!" Commission's Rules. ` `  hhCqFEDERAL COMMUNICATIONS COMMISSION ` `  hhCq ` `  hhCqBarbara A. Kreisman ` `  hhCqChief, Video Services Division ` `  hhCqMass Media Bureau