Federal Communications Commission Washington, D.C. 20554 Approved by OMB 3060-0032 (September 1999) FCC 315 FOR FCC USE ONLY   APPLICATION FOR CONSENT TO TRANSFER CONTROL OF ENTITY HOLDING BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE Read INSTRUCTIONS Before Filling Out Form FOR COMMISSION USE ONLY FILE NO. BTCCT - 20010123AAO

Section I - General Information 1. Legal Name of the Licensee/Permittee USA STATION GROUP PARTNERSHIP OF HOLLYWOOD, FLORIDA Mailing Address 1230 AVENUE OF THE AMERICAS FIFTEENTH FLOOR City NEW YORK State or Country (if foreign address) NY Zip Code 10020 - Telephone Number (include area code) 2124136700 E-Mail Address (if available) Call Sign WAMI-TV Facility ID Number 60536 2. Contact Representative (if other than licensee/permittee) Firm or Company Name Telephone Number (include area code) E-Mail Address (if available) 3. If this application has been submitted without a fee, indicate reason for fee exemption (see 47 C.F.R. Section 1.1114): Governmental Entity Noncommercial Educational Licensee/Permittee Other 4. Purpose of Application: Transfer of control of licensee Transfer of control of permittee Amendment to pending application File number of pending application:    - If an amendment, submit as an Exhibit a listing by Section and Question Number of the portions of the pending application that are being revised. [Exhibit 1] 5. Were any of the authorizations that are the subject of this application obtained through the Commission's competitive bidding procedures (see 47 C.F.R. Sections 1.2111(a) and 73.5001)? Yes No If yes, list pertinent authorizations in an Exhibit. [Exhibit 2] 6. a. Were any of the authorizations that are the subject of this application obtained through the Commission's point system for reserved channel noncommercial educational stations (see 47 C.F.R. Sections 73.7001 and 73.7003)? Yes No b. If yes to 6(a), have all such stations operated for at least 4 years with a minimum operating schedule since grant pursuant to the point system? Yes No If no, list pertinent authorizations in an Exhibit and include in the Exhibit a showing that the transaction is consistent with the holding period requirements of 47 C.F.R. Section 73.7005(a). [Exhibit 3]

1.	Certification.   Transferor(s) certify that it (they) have answered each question in this application based on its (their) review of the application instructions and worksheets. Transferor(s) further certify that where it (they) have made an affirmative certification below, this certification constitutes its (their) representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets.	Yes No
2.	Legal Name of the Transferor USA BROADCASTING, INC. Mailing Address 1230 AVENUE OF THE AMERICAS FIFTEENTH FLOOR City NEW YORK State or Country (if foreign address) NY Zip Code 10020 - Telephone Number (include area code) 2124136700 E-Mail Address (if available) SOMMERC@USABROADCASTING.COM
3.	Contact Representative (if other than transferor) JACQUELINE P. CLEARY Firm or Company Name HOGAN & HARTSON Telephone Number (include area code) 2026376580 E-Mail Address (if available) JPCLEARY@HHLAW.COM
	If more than one transferor, submit the information requested in questions 2 and 3 for each transferor. [Exhibit 4]
4.	Changes in interests as a result of transfer. [Enter Changes in Interests Information] or [Exhibit 5]

Section III - Licensee/Permittee

1.	Certification.  Licensee/permittee certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Licensee further certifies that where it has made an affirmative certification below, this certification constitutes its representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets.	Yes No
2.	Authorizations to be Assigned. List the authorized stations and construction permits to be assigned. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be assigned. Include main stations, FM and/or TV translator stations, LPTV stations, SCA, FM and/or TV booster stations, and associated auxiliary service stations. [Enter Station Information] List the authorized stations and construction permits to be transferred. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be transferred. Include main stations, FM and/or TV translator stations, LPTV stations, SCA, FM and/or TV booster stations, and associated auxiliary service stations. Facility ID Number Call Sign    or    Construction Permit File Number City State 60536 WAMI-TV - HOLLYWOOD FL
3.	Agreements to Transfer Control of Station. Licensee/permittee certifies that: a. it has placed in its public inspection file(s) and submitted an an exhibit to this item copies of all agreements to transfer control of the station(s); b. these documents embody the complete and final understanding between transferor(s) and transferee(s); and c. these agreements comply fully with the Commission's rules and policies. Exhibit Required	Yes No See Explanation in [Exhibit 6]
4.	Other Authorizations. List call signs, locations and facility identifiers of all other broadcast stations in which licensee/permittee or any party to the application has an attributable interest.	N/A [Exhibit 7]
5.	Character Issues. Licensee/permittee certifies that neither licensee/permittee nor any party to the application has or has had any interest in, or connection with: a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or b. any pending broadcast application in which character issues have been raised.	Yes No See Explanation in [Exhibit 8]
6.	Adverse Findings. Licensee/permittee certifies that, with respect to the licensee/permittee and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination.	Yes No See Explanation in [Exhibit 9]
7.	Local Public Notice. Licensee/permittee certifies that it has or will comply with the public notice requirements of 47 C.F.R. Section 73.3580.	Yes No
8.	Auction Authorization. Licensee/permittee certifies that more than five years have passed since the issuance of the construction permit for the station being assigned, where that permit was acquired in an auction through the use of a bidding credit or other special measure.	Yes No N/A See Explanation in [Exhibit 10]
9.	Anti-Drug Abuse Act Certification. Licensee/permittee certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862.	Yes No

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations.

Section IV - Transferee(s)

1.	Certification.   Transferee(s) certify that it (they) have answered each question in this application based on its (their) review of the application instructions and worksheets. Transferee(s) further certify that where it (they) have made an affirmative certification below, this certification constitutes its (their) representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets.	Yes No
2.	Legal Name of the Transferee(s) UNIVISION COMMUNICATIONS INC. Mailing Address 1999 AVENUE OF THE STARS SUITE 3050 City LOS ANGELES State or Country (if foreign address) CA Zip Code 90067 - Telephone Number (include area code) 3105567600 E-Mail Address (if available)
3.	Contact Representative (if other than transferee) SCOTT R. FLICK Firm or Company Name SHAWPITTMAN Telephone Number (include area code) 2026638000 E-Mail Address (if available) SCOTT.FLICK@SHAWPITTMAN.COM If more than one transferee, submit the information requested in questions 2 and 3 for each transferee. [Exhibit 11]
4.	Nature of Applicant. Each transferee is: an individual a general partnership a for-profit corporation a limited partnership a not-for-profit corporation a limited liability company (LLC/LC) other     a. If "other", describe nature of transferee in an Exhibit. [Exhibit 12]
5.	Agreements to Transfer Control of Station. Transferee certifies that: a. ihe written agreements in the licensee/permittee's public inspection file and submitted to the Commission embody the complete and final agreement to transfer control of the station(s) specified in Section III, question 2; and b. these agreements comply fully with the Commission's rules and policies. Exhibit Required	Yes No [Exhibit 13]
6.	Parties to the Application. a. List each transferee, and, if other than a natural person, its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. If a corporation or partnership holds an attributable interest in any transferee, list separately its officers, directors, stockholders with attributable interests, non-insulated partners and/or members. Create a separate row for each individual or entity. Attach additional pages if necessary. (1) Name and address of the transferee and each party to the application holding an attributable interest (if other than individual also show name, address and citizenship of natural person authorized to vote the stock or holding the attributable interest). List the transferee first, officers next, then directors and, thereafter, remaining stockholders and other entities with attributable interests, and partners. (2) Citizenship. (3) Positional Interest: Officer, director, general partner, limited partner, LLC member, investor/creditor attributable under the Commission's equity/debt plus standard, etc. (4) Percentage of votes. (5) Percentage of total assets (equity plus debt). [Enter Parties/Owners Information]
	b. Applicant certifies that equity interests not set forth above are non-attributable.	Yes No N/A See Explanation in [Exhibit 15]
7.	Other Authorizations. List call signs, locations, and facility identifiers of all other broadcast stations in which transferee or any party to the application has an attributable interest.	N/A [Exhibit 16]
8.	Multiple Ownership. a. Transferee certifies that the proposed transfer: 1. complies with the Commission's multiple and cross-ownership rules; 2. does not present an issue under the Commission's cross-interest policy; 3. does not present an issue under the Commission's policies relating to media interests of immediate family members; 4. complies with the Commission's policies relating to future ownership interests; and 5. complies with the Commission's restrictions relating to the insulation and non-participation of non-party investors and creditors.	Yes No See Explanation in [Exhibit 17]
	b. Radio Applicants Only. If the transfer of the station would result in certain principal community service contour overlaps, see Local Radio Ownership Worksheet, Question 1, applicant certifies that all relevant information has been placed in public inspection file(s) and submitted to the Commission.	Yes No N/A See Explanation in [Exhibit 18]
9.	Character Issues. Transferee certifies that neither transferee nor any party to the application has or has had any interest in, or connection with: a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or b. any pending broadcast application in which character issues have been raised.	Yes No See Explanation in [Exhibit 19]
10.	Adverse Findings. Transferee certifies that, with respect to the transferee and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination.	Yes No See Explanation in [Exhibit 20]
11.	Alien Ownership and Control. Transferee certifies that it complies with the provisions of Section 310 of the Communications Act of 1934, as amended, relating to interests of aliens and foreign governments.	Yes No See Explanation in [Exhibit 21]
12.	Financial Qualifications. Transferee certifies that sufficient net liquid assets are on hand or are available from committed sources to consummate the transaction and operate the station(s) for three months.	Yes No See Explanation in [Exhibit 22]
13.	Program Service Certification. Transferee certifies that it is cognizant of and will comply with its obligations as a Commission licensee to present a program service responsive to the issues of public concern facing the station's community of license and service area.	Yes No
14.	Auction Authorization. Transferee certifies that where less than five years have passed since the issuance of the construction permit and the permit had been acquired in an auction through the use of a bidding credit or other special measure, it would qualify for such credit or other special measure.	Yes No N/A See Explanation in [Exhibit 23]
15.	Anti-Drug Abuse Act Certification. Licensee/permittee certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862.	Yes No
16.	EEO. Does the applicant propose to employ five or more full-time employees? If the answer is Yes, the applicant must include an EEO program called for in the separate Model EEO Program Report ( FCC Form 396-A)	Yes No

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations. I hereby waive any claim to the use of any particular frequency as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and request an authorization in accordance with this application. (See Section 304 of the Communications Act of 1934, as amended.)