Attachment Exhibits E and F

This document pretains to SES-ASG-20130115-00062 for Assignment on a Satellite Earth Station filing.

IBFS_SESASG2013011500062_981550

FCC Form 312 EXHIBIT E DESCRIPTION OF PRO FORMA TRANSACTION The instant Form 312 notification involves a pro forma assignment of receive only earth station registration E100056 from WMOR-TV Company (“WMOR-TV”) to Hearst Properties Inc. (“Hearst Properties”). WMOR-TV is also the licensee of television station WMOR-TV, Lakeland, Florida. A Media Bureau application on FCC Form 316 with respect to WMOR-TV has been filed and granted, and the transaction has been consummated. WMOR-TV and Hearst Properties are wholly owned subsidiaries of Hearst Television Inc. (“Hearst Television”). Hearst Television is owned by Hearst Broadcasting, Inc. (“HBI”); HBI is owned by Hearst Holdings, Inc. (“Holdings”); and Holdings is owned by The Hearst Corporation (“Hearst”). For corporate organizational reasons, Hearst has merged WMOR-TV with and into Hearst Properties. Hearst Properties is the surviving entity. Following is a summary depiction of the pro forma transaction: PRE-MERGER POST- MERGER The Hearst The Hearst Corporation Corporation Hearst Holdings, Inc. Hearst Holdings, Inc. Hearst Broadcasting, Inc. Hearst Broadcasting, Inc. Hearst Television Inc. Hearst Television Inc. WPBF-TV Company Hearst Properties Inc. Hearst Properties Inc. FCC Licenses FCC Licenses -1-

The qualifications of Hearst and its subsidiaries, including WMOR-TV and Hearst Properties were last approved on “long-form” by the FCC on September 1, 2006, in FCC File Number BALCT- 20060512AAT in connection with the assignment of the license for WKCF(TV), Clermont, Florida, to a subsidiary of The Hearst Corporation. Since this application is in connection with an internal corporate restructuring, there is no formal written agreement for this pro forma transaction. ***** CHANGES IN INTERESTS AS A RESULT OF TRANSACTION Interest Held Names and Addresses Citizenship Before Transaction After Transaction % of Votes % of Assets % of Votes % of Assets The Hearst Corporation Domestic (Indirect Parent Company of 100% 100% 100% 100% Corporation the Parties to the Application) ***** -2-

FCC Form 312 EXHIBIT F PUBLIC INTEREST STATEMENT The assignment of the registration for earth station E100056 from WMOR-TV Company to Hearst Properties Inc. will serve the public interest by allowing the licensee to continue to use the facilities in its newsgathering operations in connection with the operation of television station WMOR-TV following the pro forma merger of WMOR-TV Company into Hearst Properties Inc.


Document Created: 2013-01-10 15:45:04
Document Modified: 2013-01-10 15:45:04
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