Attachment Exhibit E SES-T/C-20070208-00213

Attachment Exhibit E

This document pretains to SES-T/C-20070208-00213 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2007020800213_550531

FCC Form 316
Exhibit 10
Section I, Item 4(b); Section II, Item 6; Section III, Items 4, 5(a), 6, and 7

DESCRIPTION OF TRANSACTION

This series of eight concurrently filed applications on FCC Form 316 seek Commission

consent to the pro forma transfer of control of Lincoln Financial Media Company (“LFMC”), the

direct parent of the licensees listed in Attachment A, from Lincoln JP Holdings, LP to Lincoln

National Corporation (“LNC”). Currently, 100 percent of the stock of Lincoln Financial Media

Company is owned by Lincoln JP Holdings, LP. Lincoln JP Holdings, LP is owned 99.9 percent

by LNC as limited partner and 0.1 percent by Lincoln JP Company, LLC as general partner.

LNC is the sole member of Lincoln JP Company, LLC. See Attachment B.

The instant application proposes to eliminate Lincoln JP Holdings, LP and Lincoln JP

Company, LLC from the ownership structure. Upon consummation of the proposed transaction,

LFMC will be wholly owned by LNC. See Attachment C. There are no written agreements

concerning this restructuring. Because Lincoln JP Holdings, LP and Lincoln JP Company, LLC

currently are wholly owned subsidiaries of LNC, this transaction is pro forma in nature, and use

of FCC Form 316 is appropriate.

The qualifications of LNC to control the licenses for the stations listed in Attachment A

were passed upon by the Commission in the context of the recent transfer of control of the

licensees from the shareholders of Jefferson-Pilot Corporation to LNC, see FCC File Nos.

BTCCT-20051207ABK / ABT / ABW / ACD / ACQ / ADA / ADE / ADH.

A list of the officers, directors, and shareholders of LNC is attached hereto. See

Attachment D.

Document Created: 2007-02-12 16:45:52
Document Modified: 2007-02-12 16:45:52

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