Goto Section: 73.3550 | 73.3556 | Table of Contents

FCC 73.3555
Revised as of May 23, 2019
Goto Year:2018 | 2020
  § 73.3555   Multiple ownership.

   (a)(1) Local radio ownership rule. A person or single entity (or
   entities under common control) may have a cognizable interest in
   licenses for AM or FM radio broadcast stations in accordance with the
   following limits:

   (i) In a radio market with 45 or more full-power, commercial and
   noncommercial radio stations, not more than 8 commercial radio stations
   in total and not more than 5 commercial stations in the same service
   (AM or FM);

   (ii) In a radio market with between 30 and 44 (inclusive) full-power,
   commercial and noncommercial radio stations, not more than 7 commercial
   radio stations in total and not more than 4 commercial stations in the
   same service (AM or FM);

   (iii) In a radio market with between 15 and 29 (inclusive) full-power,
   commercial and noncommercial radio stations, not more than 6 commercial
   radio stations in total and not more than 4 commercial stations in the
   same service (AM or FM); and

   (iv) In a radio market with 14 or fewer full-power, commercial and
   noncommercial radio stations, not more than 5 commercial radio stations
   in total and not more than 3 commercial stations in the same service
   (AM or FM); provided, however, that no person or single entity (or
   entities under common control) may have a cognizable interest in more
   than 50% of the full-power, commercial and noncommercial radio stations
   in such market unless the combination of stations comprises not more
   than one AM and one FM station.

   (2) Overlap between two stations in different services is permissible
   if neither of those two stations overlaps a third station in the same
   service.

   (b) Local television multiple ownership rule. (1) An entity may
   directly or indirectly own, operate, or control two television stations
   licensed in the same Designated Market Area (DMA) (as determined by
   Nielsen Media Research or any successor entity) if:

   (i) The digital noise limited service contours of the stations
   (computed in accordance with § 73.622(e)) do not overlap; or

   (ii) At the time the application to acquire or construct the station(s)
   is filed, at least one of the stations is not ranked among the top four
   stations in the DMA, based on the most recent all-day (9 a.m.-midnight)
   audience share, as measured by Nielsen Media Research or by any
   comparable professional, accepted audience ratings service.

   (2) Paragraph (b)(1)(ii) (Top-Four Prohibition) of this section shall
   not apply in cases where, at the request of the applicant, the
   Commission makes a finding that permitting an entity to directly or
   indirectly own, operate, or control two television stations licensed in
   the same DMA would serve the public interest, convenience, and
   necessity. The Commission will consider showings that the Top-Four
   Prohibition should not apply due to specific circumstances in a local
   market or with respect to a specific transaction on a case-by-case
   basis.

   (c)-(d) [Reserved]

   (e) National television multiple ownership rule. (1) No license for a
   commercial television broadcast station shall be granted, transferred
   or assigned to any party (including all parties under common control)
   if the grant, transfer or assignment of such license would result in
   such party or any of its stockholders, partners, members, officers or
   directors having a cognizable interest in television stations which
   have an aggregate national audience reach exceeding thirty-nine (39)
   percent.

   (2) For purposes of this paragraph (e):

   (i) National audience reach means the total number of television
   households in the Nielsen Designated Market Areas (DMAs) in which the
   relevant stations are located divided by the total national television
   households as measured by DMA data at the time of a grant, transfer, or
   assignment of a license. For purposes of making this calculation, UHF
   television stations shall be attributed with 50 percent of the
   television households in their DMA market.

   (ii) No market shall be counted more than once in making this
   calculation.

   (3) Divestiture. A person or entity that exceeds the thirty-nine (39)
   percent national audience reach limitation for television stations in
   paragraph (e)(1) of this section through grant, transfer, or assignment
   of an additional license for a commercial television broadcast station
   shall have not more than 2 years after exceeding such limitation to
   come into compliance with such limitation. This divestiture requirement
   shall not apply to persons or entities that exceed the 39 percent
   national audience reach limitation through population growth.

   (f) The ownership limits of this section are not applicable to
   noncommercial educational FM and noncommercial educational TV stations.
   However, the attribution standards set forth in the Notes to this
   section will be used to determine attribution for noncommercial
   educational FM and TV applicants, such as in evaluating mutually
   exclusive applications pursuant to subpart K of part 73.

   Note 1 to § 73.3555: The words “cognizable interest” as used herein
   include any interest, direct or indirect, that allows a person or
   entity to own, operate or control, or that otherwise provides an
   attributable interest in, a broadcast station.

   Note 2 to § 73.3555: In applying the provisions of this section,
   ownership and other interests in broadcast licensees will be attributed
   to their holders and deemed cognizable pursuant to the following
   criteria:

   a. Except as otherwise provided herein, partnership and direct
   ownership interests and any voting stock interest amounting to 5% or
   more of the outstanding voting stock of a corporate broadcast licensee
   will be cognizable;

   b. Investment companies, as defined in 15 U.S.C. 80a-3, insurance
   companies and banks holding stock through their trust departments in
   trust accounts will be considered to have a cognizable interest only if
   they hold 20% or more of the outstanding voting stock of a corporate
   broadcast licensee, or if any of the officers or directors of the
   broadcast licensee are representatives of the investment company,
   insurance company or bank concerned. Holdings by a bank or insurance
   company will be aggregated if the bank or insurance company has any
   right to determine how the stock will be voted. Holdings by investment
   companies will be aggregated if under common management.

   c. Attribution of ownership interests in a broadcast licensee that are
   held indirectly by any party through one or more intervening
   corporations will be determined by successive multiplication of the
   ownership percentages for each link in the vertical ownership chain and
   application of the relevant attribution benchmark to the resulting
   product, except that wherever the ownership percentage for any link in
   the chain exceeds 50%, it shall not be included for purposes of this
   multiplication. For purposes of paragraph i. of this note, attribution
   of ownership interests in a broadcast licensee that are held indirectly
   by any party through one or more intervening organizations will be
   determined by successive multiplication of the ownership percentages
   for each link in the vertical ownership chain and application of the
   relevant attribution benchmark to the resulting product, and the
   ownership percentage for any link in the chain that exceeds 50% shall
   be included for purposes of this multiplication. [For example, except
   for purposes of paragraph i. of this note, if A owns 10% of company X,
   which owns 60% of company Y, which owns 25% of “Licensee,” then X's
   interest in “Licensee” would be 25% (the same as Y's interest because
   X's interest in Y exceeds 50%), and A's interest in “Licensee” would be
   2.5% (0.1 × 0.25). Under the 5% attribution benchmark, X's interest in
   “Licensee” would be cognizable, while A's interest would not be
   cognizable. For purposes of paragraph i. of this note, X's interest in
   “Licensee” would be 15% (0.6 × 0.25) and A's interest in “Licensee”
   would be 1.5% (0.1 × 0.6 × 0.25). Neither interest would be attributed
   under paragraph i. of this note.]

   d. Voting stock interests held in trust shall be attributed to any
   person who holds or shares the power to vote such stock, to any person
   who has the sole power to sell such stock, and to any person who has
   the right to revoke the trust at will or to replace the trustee at
   will. If the trustee has a familial, personal or extra-trust business
   relationship to the grantor or the beneficiary, the grantor or
   beneficiary, as appropriate, will be attributed with the stock
   interests held in trust. An otherwise qualified trust will be
   ineffective to insulate the grantor or beneficiary from attribution
   with the trust's assets unless all voting stock interests held by the
   grantor or beneficiary in the relevant broadcast licensee are subject
   to said trust.

   e. Subject to paragraph i. of this note, holders of non-voting stock
   shall not be attributed an interest in the issuing entity. Subject to
   paragraph i. of this note, holders of debt and instruments such as
   warrants, convertible debentures, options or other non-voting interests
   with rights of conversion to voting interests shall not be attributed
   unless and until conversion is effected.

   f. 1. A limited partnership interest shall be attributed to a limited
   partner unless that partner is not materially involved, directly or
   indirectly, in the management or operation of the media-related
   activities of the partnership and the licensee or system so certifies.
   An interest in a Limited Liability Company (“LLC”) or Registered
   Limited Liability Partnership (“RLLP”) shall be attributed to the
   interest holder unless that interest holder is not materially involved,
   directly or indirectly, in the management or operation of the
   media-related activities of the partnership and the licensee or system
   so certifies.

   2. For a licensee or system that is a limited partnership to make the
   certification set forth in paragraph f. 1. of this note, it must verify
   that the partnership agreement or certificate of limited partnership,
   with respect to the particular limited partner exempt from attribution,
   establishes that the exempt limited partner has no material
   involvement, directly or indirectly, in the management or operation of
   the media activities of the partnership. For a licensee or system that
   is an LLC or RLLP to make the certification set forth in paragraph f.
   1. of this note, it must verify that the organizational document, with
   respect to the particular interest holder exempt from attribution,
   establishes that the exempt interest holder has no material
   involvement, directly or indirectly, in the management or operation of
   the media activities of the LLC or RLLP. The criteria which would
   assume adequate insulation for purposes of this certification are
   described in the Memorandum Opinion and Order in MM Docket No. 83-46,
   FCC 85-252 (released June 24, 1985), as modified on reconsideration in
   the Memorandum Opinion and Order in MM Docket No. 83-46, FCC 86-410
   (released November 28, 1986). Irrespective of the terms of the
   certificate of limited partnership or partnership agreement, or other
   organizational document in the case of an LLC or RLLP, however, no such
   certification shall be made if the individual or entity making the
   certification has actual knowledge of any material involvement of the
   limited partners, or other interest holders in the case of an LLC or
   RLLP, in the management or operation of the media-related businesses of
   the partnership or LLC or RLLP.

   3. In the case of an LLC or RLLP, the licensee or system seeking
   insulation shall certify, in addition, that the relevant state statute
   authorizing LLCs permits an LLC member to insulate itself as required
   by our criteria.

   g. Officers and directors of a broadcast licensee are considered to
   have a cognizable interest in the entity with which they are so
   associated. If any such entity engages in businesses in addition to its
   primary business of broadcasting, it may request the Commission to
   waive attribution for any officer or director whose duties and
   responsibilities are wholly unrelated to its primary business. The
   officers and directors of a parent company of a broadcast licensee,
   with an attributable interest in any such subsidiary entity, shall be
   deemed to have a cognizable interest in the subsidiary unless the
   duties and responsibilities of the officer or director involved are
   wholly unrelated to the broadcast licensee, and a statement properly
   documenting this fact is submitted to the Commission. [This statement
   may be included on the appropriate Ownership Report.] The officers and
   directors of a sister corporation of a broadcast licensee shall not be
   attributed with ownership of that licensee by virtue of such status.

   h. Discrete ownership interests will be aggregated in determining
   whether or not an interest is cognizable under this section. An
   individual or entity will be deemed to have a cognizable investment if:

   1. The sum of the interests held by or through “passive investors” is
   equal to or exceeds 20 percent; or

   2. The sum of the interests other than those held by or through
   “passive investors” is equal to or exceeds 5 percent; or

   3. The sum of the interests computed under paragraph h. 1. of this note
   plus the sum of the interests computed under paragraph h. 2. of this
   note is equal to or exceeds 20 percent.

   i.1. Notwithstanding paragraphs e. and f. of this Note, the holder of
   an equity or debt interest or interests in a broadcast licensee subject
   to the broadcast multiple ownership rules (“interest holder”) shall
   have that interest attributed if:

   A. The equity (including all stockholdings, whether voting or
   nonvoting, common or preferred) and debt interest or interests, in the
   aggregate, exceed 33 percent of the total asset value, defined as the
   aggregate of all equity plus all debt, of that broadcast licensee; and

   B.(i) The interest holder also holds an interest in a broadcast
   licensee in the same market that is subject to the broadcast multiple
   ownership rules and is attributable under paragraphs of this note other
   than this paragraph i.; or

   (ii) The interest holder supplies over fifteen percent of the total
   weekly broadcast programming hours of the station in which the interest
   is held. For purposes of applying this paragraph, the term, “market,”
   will be defined as it is defined under the specific multiple ownership
   rule that is being applied, except that for television stations, the
   term “market” will be defined by reference to the definition contained
   in the local television multiple ownership rule contained in paragraph
   (b) of this section.

   2. Notwithstanding paragraph i.1. of this Note, the interest holder may
   exceed the 33 percent threshold therein without triggering attribution
   where holding such interest would enable an eligible entity to acquire
   a broadcast station, provided that:

   i. The combined equity and debt of the interest holder in the eligible
   entity is less than 50 percent, or

   ii. The total debt of the interest holder in the eligible entity does
   not exceed 80 percent of the asset value of the station being acquired
   by the eligible entity and the interest holder does not hold any equity
   interest, option, or promise to acquire an equity interest in the
   eligible entity or any related entity. For purposes of this paragraph
   i.2, an “eligible entity” shall include any entity that qualifies as a
   small business under the Small Business Administration's size standards
   for its industry grouping, as set forth in 13 CFR 121.201, at the time
   the transaction is approved by the FCC, and holds:

   A. 30 percent or more of the stock or partnership interests and more
   than 50 percent of the voting power of the corporation or partnership
   that will own the media outlet; or

   B. 15 percent or more of the stock or partnership interests and more
   than 50 percent of the voting power of the corporation or partnership
   that will own the media outlet, provided that no other person or entity
   owns or controls more than 25 percent of the outstanding stock or
   partnership interests; or

   C. More than 50 percent of the voting power of the corporation that
   will own the media outlet if such corporation is a publicly traded
   company.

   j. “Time brokerage” (also known as “local marketing”) is the sale by a
   licensee of discrete blocks of time to a “broker” that supplies the
   programming to fill that time and sells the commercial spot
   announcements in it.

   1. Where two radio stations are both located in the same market, as
   defined for purposes of the local radio ownership rule contained in
   paragraph (a) of this section, and a party (including all parties under
   common control) with a cognizable interest in one such station brokers
   more than 15 percent of the broadcast time per week of the other such
   station, that party shall be treated as if it has an interest in the
   brokered station subject to the limitations set forth in paragraph (a)
   of this section. This limitation shall apply regardless of the source
   of the brokered programming supplied by the party to the brokered
   station.

   2. Where two television stations are both located in the same market,
   as defined in the local television ownership rule contained in
   paragraph (b) of this section, and a party (including all parties under
   common control) with a cognizable interest in one such station brokers
   more than 15 percent of the broadcast time per week of the other such
   station, that party shall be treated as if it has an interest in the
   brokered station subject to the limitations set forth in paragraphs (b)
   and (e) of this section. This limitation shall apply regardless of the
   source of the brokered programming supplied by the party to the
   brokered station.

   3. Every time brokerage agreement of the type described in this Note
   shall be undertaken only pursuant to a signed written agreement that
   shall contain a certification by the licensee or permittee of the
   brokered station verifying that it maintains ultimate control over the
   station's facilities including, specifically, control over station
   finances, personnel and programming, and by the brokering station that
   the agreement complies with the provisions of paragraph (b) of this
   section if the brokering station is a television station or with
   paragraph (a) of this section if the brokering station is a radio
   station.

   k. “Joint Sales Agreement” is an agreement with a licensee of a
   “brokered station” that authorizes a “broker” to sell advertising time
   for the “brokered station.”

   1. Where two radio stations are both located in the same market, as
   defined for purposes of the local radio ownership rule contained in
   paragraph (a) of this section, and a party (including all parties under
   common control) with a cognizable interest in one such station sells
   more than 15 percent of the advertising time per week of the other such
   station, that party shall be treated as if it has an interest in the
   brokered station subject to the limitations set forth in paragraph (a)
   of this section.

   2. Every joint sales agreement of the type described in this Note shall
   be undertaken only pursuant to a signed written agreement that shall
   contain a certification by the licensee or permittee of the brokered
   station verifying that it maintains ultimate control over the station's
   facilities, including, specifically, control over station finances,
   personnel and programming, and by the brokering station that the
   agreement complies with the limitations set forth in paragraph (a) of
   this section if the brokering station is a radio station.

   Note 3 to § 73.3555: In cases where record and beneficial ownership of
   voting stock is not identical (e.g., bank nominees holding stock as
   record owners for the benefit of mutual funds, brokerage houses holding
   stock in street names for the benefit of customers, investment advisors
   holding stock in their own names for the benefit of clients, and
   insurance companies holding stock), the party having the right to
   determine how the stock will be voted will be considered to own it for
   purposes of these rules.

   Note 4 to § 73.3555: Paragraphs (a) and (b) of this section will not be
   applied so as to require divestiture, by any licensee, of existing
   facilities, and will not apply to applications for assignment of
   license or transfer of control filed in accordance with § 73.3540(f) or
   § 73.3541(b), or to applications for assignment of license or transfer
   of control to heirs or legatees by will or intestacy, or to FM or AM
   broadcast minor modification applications for intra-market community of
   license changes, if no new or increased concentration of ownership
   would be created among commonly owned, operated or controlled broadcast
   stations. Paragraphs (a) and (b) of this section will apply to all
   applications for new stations, to all other applications for assignment
   or transfer, to all applications for major changes to existing
   stations, and to all other applications for minor changes to existing
   stations that seek a change in an FM or AM radio station's community of
   license or create new or increased concentration of ownership among
   commonly owned, operated or controlled broadcast stations. Commonly
   owned, operated or controlled broadcast stations that do not comply
   with paragraphs (a) and (b) of this section may not be assigned or
   transferred to a single person, group or entity, except as provided in
   this Note, the Report and Order in Docket No. 02-277, released July 2,
   2003 (FCC 02-127), or the Second Report and Order in MB Docket No.
   14-50, FCC 16-107 (released August 25, 2016).

   Note 5 to § 73.3555: Paragraphs (b) and (e) of this section will not be
   applied to cases involving television stations that are “satellite”
   operations. Such cases will be considered in accordance with the
   analysis set forth in the Report and Order in MM Docket No. 87-8, FCC
   91-182 (released July 8, 1991), as further explained by the Report and
   Order in MB Docket No. 18-63, FCC 19-17, (released March 12, 2019), in
   order to determine whether common ownership, operation, or control of
   the stations in question would be in the public interest. An authorized
   and operating “satellite” television station, the digital noise limited
   service contour of which overlaps that of a commonly owned, operated,
   or controlled “non-satellite” parent television broadcast station may
   subsequently become a “non-satellite” station under the circumstances
   described in the aforementioned Report and Order in MM Docket No. 87-8.
   However, such commonly owned, operated, or controlled “non-satellite”
   television stations may not be transferred or assigned to a single
   person, group, or entity except as provided in Note 4 of this section.

   Note 6 to § 73.3555: Requests submitted pursuant to paragraph (b)(2) of
   this section will be considered in accordance with the analysis set
   forth in the Order on Reconsideration in MB Docket Nos. 14-50, et al.
   (FCC 17-156).

   Note 7 to § 73.3555: The Commission will entertain applications to waive
   the restrictions in paragraph (b) of this section (the local television
   ownership rule) on a case-by-case basis. In each case, we will require
   a showing that the in-market buyer is the only entity ready, willing,
   and able to operate the station, that sale to an out-of-market
   applicant would result in an artificially depressed price, and that the
   waiver applicant does not already directly or indirectly own, operate,
   or control interest in two television stations within the relevant DMA.
   One way to satisfy these criteria would be to provide an affidavit from
   an independent broker affirming that active and serious efforts have
   been made to sell the permit, and that no reasonable offer from an
   entity outside the market has been received.

   We will entertain waiver requests as follows:

   1. If one of the broadcast stations involved is a “failed” station that
   has not been in operation due to financial distress for at least four
   consecutive months immediately prior to the application, or is a debtor
   in an involuntary bankruptcy or insolvency proceeding at the time of
   the application.

   2. If one of the television stations involved is a “failing” station
   that has an all-day audience share of no more than four per cent; the
   station has had negative cash flow for three consecutive years
   immediately prior to the application; and consolidation of the two
   stations would result in tangible and verifiable public interest
   benefits that outweigh any harm to competition and diversity.

   3. If the combination will result in the construction of an unbuilt
   station. The permittee of the unbuilt station must demonstrate that it
   has made reasonable efforts to construct but has been unable to do so.

   Note 8 to § 73.3555: Paragraph (a)(1) of this section will not apply to
   an application for an AM station license in the 535-1605 kHz band where
   grant of such application will result in the overlap of 5 mV/m
   groundwave contours of the proposed station and that of another AM
   station in the 535-1605 kHz band that is commonly owned, operated or
   controlled if the applicant shows that a significant reduction in
   interference to adjacent or co-channel stations would accompany such
   common ownership. Such AM overlap cases will be considered on a
   case-by-case basis to determine whether common ownership, operation or
   control of the stations in question would be in the public interest.
   Applicants in such cases must submit a contingent application of the
   major or minor facilities change needed to achieve the interference
   reduction along with the application which seeks to create the 5 mV/m
   overlap situation.

   Note 9 to § 73.3555: Paragraph (a)(1) of this section will not apply to
   an application for an AM station license in the 1605-1705 kHz band
   where grant of such application will result in the overlap of the 5
   mV/m groundwave contours of the proposed station and that of another AM
   station in the 535-1605 kHz band that is commonly owned, operated or
   controlled.

   Note 10 to § 73.3555: Authority for joint ownership granted pursuant to
   Note 9 will expire at 3 a.m. local time on the fifth anniversary for
   the date of issuance of a construction permit for an AM radio station
   in the 1605-1705 kHz band.

   Note 11 to § 73.3555: An entity will not be permitted to directly or
   indirectly own, operate, or control two television stations in the same
   DMA through the execution of any agreement (or series of agreements)
   involving stations in the same DMA, or any individual or entity with a
   cognizable interest in such stations, in which a station (the “new
   affiliate”) acquires the network affiliation of another station (the
   “previous affiliate”), if the change in network affiliations would
   result in the licensee of the new affiliate, or any individual or
   entity with a cognizable interest in the new affiliate, directly or
   indirectly owning, operating, or controlling two of the top-four rated
   television stations in the DMA at the time of the agreement. Parties
   should also refer to the Second Report and Order in MB Docket No.
   14-50, FCC 16-107 (released August 25, 2016).

   [ 73 FR 9487 , Feb. 21, 2008, as amended at  73 FR 28369 , May 16, 2008;  75 FR 27199 , May 14, 2010;  79 FR 29006 , May 20, 2014;  81 FR 73041 , Oct.
   24, 2016;  81 FR 76262 , Nov. 1, 2016;  82 FR 21127 , May 5, 2017;  83 FR 755 , Jan. 8, 2018;  84 FR 15128 , Apr. 15, 2019]

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Goto Year: 2018 | 2020
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