Attachment Description of Trxn

This document pretains to SES-T/C-20091203-01548 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2009120301548_785282

FCC Form 312 Notification of Transfer of Control Cablevision of New Jersey LLC Description of Transaction and Public Interest Statement Cablevision of New Jersey LLC (the “Licensee”) hereby submits the attached notification of pro forma transfer of control. The Licensee is an indirect wholly-owned subsidiary of Cablevision Systems Corporation (“Cablevision” or the “Company”).1/ Cablevision converted its direct wholly-owned subsidiary, CSC Holdings, Inc. from a corporation to a limited liability company, CSC Holdings LLC. This was merely a change in corporate form. The ownership of CSC Holdings LLC is identical to the ownership of what was CSC Holdings, Inc., and there has been no change in the management or operations of Cablevision in connection with the transaction. The transfer of control of Cablevision of New Jersey LLC therefore requires only pro forma notification.2/ 1/ Please note that the Licensee may be listed in the FCC’s database as Cablevision of New Jersey, Inc. On November 24, 2009, we submitted a notification of pro forma assignment of all authorizations previously held by Cablevision of New Jersey, Inc. to Cablevision of New Jersey LLC (IBFS file number IB2009007651). Accordingly, this notification gives effect to the notification submitted on November 24, 2009. 2/ See, e.g., 47 C.F.R. § 63.03(d) (defining pro forma transfers to include “corporate reorganization which involves no substantial change in the beneficial ownership of the corporation” and “assignment or transfer from a corporation to a wholly owned subsidiary thereof or vice versa, or where there is an assignment from a corporation to a corporation owned or controlled by the assignor stockholders without substantial change in their interests”), 47 C.F.R. § 73.3540(f) (listing pro forma transactions under broadcast ownership rules); Non-Substantial Assignments of Wireless Licenses, 13 FCC Rcd 6293, 6297-99 (1998) (discussing the distinction between substantial and pro forma transfers of control, the lack of a bright-line test, and the Commission’s reliance for guidance upon the corpus of decisions under its broadcast ownership rules); Committee for Full Value of Storer Communications, Inc. for Consent to Transfer of Control, 101 FCC 2d 434, ¶¶ 30-31 (discussing generally the Commission’s treatment of pro forma transfers of control).


Document Created: 2009-11-30 17:54:38
Document Modified: 2009-11-30 17:54:38
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